Penguin Solutions, Inc. 8-K

What Happened
Penguin Solutions, Inc. announced on April 1, 2026 that it has completed the Transaction to divest its remaining interest in its Brazil memory module business. The company furnished a press release titled “Penguin Solutions Divests Remaining Interest in Brazil Memory Module Business” as Exhibit 99.1 to the Form 8-K.

Key Details

• Press release announcing completion of the Transaction was filed April 1, 2026 and attached as Exhibit 99.1.
• A Stock Transfer Agreement dated December 29, 2025 (Exhibit 10.1) is referenced; counterparties include SMART Modular Technologies (LX) S.à r.l., Lexar Europe B.V., Zilia Technologies Indústria e Comércio de Componentes Eletrônicos Ltda., Shenzhen Longsys Electronics Co., Ltd., and Shanghai Intelligent Memory Semiconductor Co., Ltd.
• The Stock Transfer Agreement is incorporated by reference to Exhibit 10.2 of Penguin’s Form 10-Q for the quarter ended November 28, 2025 (filed January 6, 2026).
• Certain schedules and exhibits to the agreement were omitted from the filing under Item 601(a)(5) of Regulation S‑K; Penguin will furnish omitted attachments confidentially to the SEC upon request.

Why It Matters
This 8‑K confirms Penguin has completed its exit from the Brazil memory module business segment. For investors, that means the company has formally closed the stated Transaction; any financial effects (such as proceeds, gains or changes to revenue or assets) would be disclosed in related filings or future periodic reports. Retail investors should review the attached press release (Exhibit 99.1) and the referenced 10‑Q/Stock Transfer Agreement for full terms and any disclosed financial impact.