Super Micro Computer, Inc.·4

Feb 12, 5:27 PM ET

Liaw Yih-Shyan Wally 4

4 · Super Micro Computer, Inc. · Filed Feb 12, 2026

Research Summary

AI-generated summary of this filing

Updated

Super Micro (SMCI) Director Wally Liaw Converts RSUs, Net +5,914 Shares

What Happened

  • Director Liaw Yih-Shyan (Wally), a director of Super Micro Computer, converted/settled restricted stock units (RSUs) on 2026-02-10. A total of 9,598 RSUs converted into common shares (4,380 + 4,370 + 848). To satisfy tax withholding obligations, SMCI withheld 3,684 shares (1,804 + 1,575 + 305) valued at $33.33 per share, totaling $122,788. The net increase in his beneficial holdings from this settlement was 5,914 shares.
  • The derivative entries showing $0.00 represent the conversion/settlement of the RSUs (i.e., the derivative units ceased and shares were issued). This was not an open-market sale or purchase.

Key Details

  • Transaction date: 2026-02-10; Form 4 filed 2026-02-12 (timely filing).
  • RSUs converted: 4,380; 4,370; 848 = 9,598 total.
  • Shares withheld for taxes: 1,804 ( $60,127 ), 1,575 ( $52,495 ), 305 ( $10,166 ) = 3,684 shares; total withheld value $122,788 at $33.33/share.
  • Net shares added to Liaw’s holdings: 5,914 shares.
  • Footnotes: F1 indicates each RSU converts to one common share; F2 notes the withheld shares were retained by SMCI to satisfy tax withholding (not a market sale) and the transaction is exempt from Section 16(b) under Rule 16b-3(e). F3 notes some shares are held in a trust for the reporting person’s children (the reporting person and spouse are trustees). F4–F6 describe the RSU vesting schedules.
  • Post-transaction total shares beneficially owned are not specified in this excerpt of the filing.

Context

  • This was a net settlement of vested RSUs (cashless/net-share settlement): the company withheld shares to cover taxes rather than selling in the open market. Such withholding is a routine administrative step and does not necessarily indicate a purchase or sale intent by the insider.
  • No market purchase or open-market sale was reported here; these entries reflect conversion/settlement of derivative awards and tax withholding.

Insider Transaction Report

Form 4
Period: 2026-02-10
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-10+4,38090,778 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-10$33.33/sh1,804$60,12788,974 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-10+4,37093,344 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-10$33.33/sh1,575$52,49591,769 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-10+84892,617 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-10$33.33/sh305$10,16692,312 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4]
    2026-02-104,3808,750 total
    Common Stock (4,380 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F5]
    2026-02-104,37013,130 total
    Common Stock (4,370 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F6]
    2026-02-108489,337 total
    Common Stock (848 underlying)
Holdings
  • Common Stock

    [F3]
    (indirect: By Trust)
    15,184,220
Footnotes (6)
  • [F1]Each restricted stock unit represents a contingent right to receive one share of SMCI common stock.
  • [F2]Represents shares of SMCI common stock that have been withheld by SMCI to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction. Transaction exempt from Section 16(b) of the Securities Exchange Act of 1934 (the "Act") pursuant to Rule 16b-3(e) promulgated under the Act.
  • [F3]These shares are held in a trust for the benefit of the Reporting Person's children. The reporting person and his spouse, Shiow-Meei S. Liaw, are the trustees of the trust.
  • [F4]Subject to the Reporting Person's continued service to SMCI, the restricted stock units vest at the rate of 25% of the total number of units on August 10, 2023 and 1/16th at the end of each successive calendar quarter thereafter. Vested units are settled in shares of SMCI common stock.
  • [F5]Subject to the Reporting Person's continued service to SMCI, the restricted stock units vest at the rate of 25% of the total number of units on November 10, 2023 and 1/16th at the end of each successive calendar quarter thereafter. Vested units are settled in shares of SMCI common stock.
  • [F6]Subject to the Reporting Person's continued service to SMCI, the restricted stock units vest at the rate of 25% of the total number of units on November 10, 2025 and 1/16th at the end of each successive calendar quarter thereafter. Vested units are settled in shares of SMCI common stock
Signature
/s/ Liaw Yih-Shyan Wally|2026-02-12

Documents

1 file
  • 4
    wk-form4_1770935271.xmlPrimary

    FORM 4