Shaikh Kashif 4

4 · Penguin Solutions, Inc. · Filed Feb 4, 2026

AI-generated summary of this filing

Updated Feb 5, 2026

Penguin Solutions (PENG) CEO Shaikh Kashif Receives Equity Awards

What Happened

Shaikh Kashif, President & CEO and a director of Penguin Solutions (PENG), was granted a total of 614,274 equity awards on Feb 2, 2026. The filing shows three awards: two grants of 238,188 shares each (one reported as a derivative award) and one grant of 137,898 shares. All were granted at $0.00 per share (no cash paid).

Key Details

Transaction date: February 2, 2026. Grant price: $0.00 per share.
Award breakdown: 238,188; 137,898; 238,188 = 614,274 shares total.
Shares owned after the transaction: Not disclosed in the Form 4 provided.
Filing date: February 4, 2026 — appears to be filed within the typical two-business-day window (timely).
Footnote F1 (time-based RSUs): Vesting = 25% on April 20, 2027, with the remainder vesting quarterly thereafter in 12 equal installments; subject to continued service.
Footnote F2 (performance-based PSUs): PSUs vest 0%–200% of target based on four-year performance measuring 30-trading-day average stock-price appreciation hurdles (25%, 50%, 75%, 100% above the pre-grant trailing average). No PSUs vest before the first Compensation Committee meeting on/after the second anniversary; vesting requires continued service and committee certification.
One award is reported as a "derivative" on the Form 4, indicating a contingent right to receive shares subject to vesting/performance conditions.

Context

These are grants (awards), not open-market purchases or sales, so no immediate cash flowed between the insider and the company. Time-based RSUs convey a straightforward right to shares over time; PSUs are performance-contingent and may result in 0%–200% of the target shares depending on stock-price performance and committee certification.
Awards like these are common for executive compensation and are intended to align management with long-term shareholder value; they do not necessarily indicate an immediate bullish or bearish signal by the insider.

Form 4

Period: 2026-02-02

DirectorPresident and CEO

Transactions

Award
Common Stock
[F1]
2026-02-02+238,188→ 238,188 total
Award
Common Stock
[F1]
2026-02-02+137,898→ 376,086 total
Award
Performance-Based Restricted Stock Units
[F2]
2026-02-02+238,188→ 238,188 total
→ Common Stock (238,188 underlying)

Footnotes (2)

[F1]Represents time-based restricted stock units ("RSUs") that will vest as to 25% on April 20, 2027, with the remainder vesting quarterly thereafter in 12 equal installments, subject to the recipient's continued service through each applicable vesting date.
[F2]Grant of performance-based RSUs ("PSUs") which represents the contingent right to receive a number of shares of the Issuer's common stock that is between 0% and 200% of the number of PSUs, with a four-year performance period beginning on the grant date and vesting upon certification by the Compensation Committee of the Issuer's Board of Directors that the 30-trading-day average closing price of the Issuer's common stock has equaled or exceeded stock price appreciation targets of 25%, 50%, 75%, and 100% above the 30-trading-day trailing average closing price of the Issuer's common stock preceding the grant date, with cumulative vesting at each level of 50%, 100%, 150%, and 200% of the number of PSUs, respectively. No PSUs will vest before the first regularly scheduled Compensation Committee meeting on or after the second anniversary of the grant date, and vesting is subject to the recipient's continued service through the applicable achievement certification date.

Signature

/s/ Anne Kuykendall as attorney-in-fact for Kashif Shaikh|2026-02-04

1 file