Penguin Solutions, Inc. — Director's Dealing 2024

Oct 23, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Penguin Solutions, Inc. (PENG)
CIK: 0001616533
Period of Report: 2024-10-19

Reporting Person: Pacheco Jack A (EVP, COO, Pres, Mem Solutions)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-10-19	Ordinary Shares	A	18622	—	Acquired	249455	Direct
2024-10-19	Ordinary Shares	F	9438	$15.69	Disposed	240017	Direct
2024-10-20	Ordinary Shares	F	4057	$15.69	Disposed	235960	Direct

Footnotes

F1: On October 1, 2021, the reporting person was granted performance-based restricted share units ("PSUs"), the vesting of which is (i) tied to the achievement of total shareholder return goals relative to the performance of the median company in the Russell 2000 Index following the end of a given three-year performance period, and (ii) subject to the reporting person's continued employment through the date of certification of performance by the Compensation Committee of the Issuer's Board of Directors (the "Committee"). On October 19, 2024, the Committee certified the performance goal achievement and determined that 18,622 PSUs were earned by the reporting person and vested as of such date.

F2: Reflects shares surrendered to the Issuer to satisfy tax withholding obligations in connection with vesting of PSUs. No shares were sold.

F3: Reflects shares surrendered to the Issuer to satisfy tax withholding obligations in connection with vesting of restricted share units. No shares were sold.