Clark Joseph Gates 4

What Happened
Clark Joseph Gates, Senior Vice President and President of Optimized LED at Penguin Solutions (PENG), sold 5,000 shares in an open-market transaction on April 16, 2026 at $26.82/share for proceeds of $134,100. On April 20, 2026 he disposed of 2,288 shares (priced at $26.74 each, reported value $61,181) as share-withholdings to satisfy tax obligations related to equity vesting (not an open-market sale).

Key Details

• Transactions: 4/16/2026 — open-market sale of 5,000 shares @ $26.82 ($134,100); 4/20/2026 — shares surrendered/withheld 2,288 @ $26.74 ($61,181) for tax withholding.
• 10b5-1 plan: The April 16 sale was effected under a pre-established Rule 10b5-1 plan adopted Nov 11, 2025.
• ESPP note: The filing notes 823 shares were purchased by the reporting person in the issuer’s Amended and Restated Employee Stock Purchase Plan on Apr 15, 2026 and are reflected in reported amounts.
• Tax withholding: The 2,288-share disposition reflects shares surrendered to the issuer to satisfy tax withholding on RSU vesting (footnote indicates no open-market sale for that withholding).
• Shares owned after transaction: Not specified in the provided excerpt of the filing.
• Filing timeliness: Report filed Apr 20, 2026 for a Apr 16, 2026 transaction — appears timely (within the standard two business-day window).

Context
A 10b5-1 plan signals the open-market sale was pre-arranged and routine rather than necessarily a reaction to near-term company news. Surrendering shares for tax withholding upon vesting is a common administrative action and not the same as an open-market sale. For retail investors, purchases generally provide stronger signals than routine sales or withholding actions; these entries appear to be standard compensation-related and planned trading activity.