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Super Micro Computer, Inc. Director's Dealing 2025

Feb 28, 2025

17831_dirs_2025-02-28_98562e90-a070-4b6d-a5ae-d05a9987dacf.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Super Micro Computer, Inc. (SMCI)
CIK: 0001375365
Period of Report: 2025-02-26

Reporting Person: Liu Liang Chiu-Chu Sara (Director, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2025-02-26 Common Stock S 46293 $50.171 Disposed 0 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2025-02-27 Restricted Stock Units $ A 2040 Acquired Common Stock (2040) Direct
2025-02-27 Employee Stock Option (right to buy) $45 A 1000000 Acquired 2033-11-14 Common Stock (1000000) Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 67403640 Indirect

Footnotes

F1: The price reported here is a weighted average price. The shares were sold in multiple transactions at prices ranging from $50.105 to $50.33, inclusive. The reporting person undertakes to provide to Super Micro Computer, Inc., any security holder of Super Micro Computer, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

F2: Each restricted stock unit represents a contingent right to receive one share of SMCI common stock.

F3: Subject to the Reporting Person's continued service to the Issuer, the restricted stock units vest in four equal annual increments on July 1 of each year, beginning on July 1, 2025. Vested units are settled in shares of SMCI common stock.

F4: On November 14, 2023, the Reporting Person's spouse was granted a performance-based stock option award to purchase up to 5,000,000 shares (after giving effect to the Issuer's 10 for 1 stock split) of common stock (the "Award") if and to the extent the five equal tranches of the Award are earned based on the achievement of certain absolute revenue and stock price goals. On February 27, 2025, achievement of the revenue goal for the first tranche of 1,000,000 shares (after giving effect to the Issuer's 10 for 1 stock split) under the Award was certified, which resulted in the creation of the derivative security reported in this filing. The applicable $45 stock price (after giving effect to the Issuer's 10 for 1 stock split) goal achievement for the first tranche had previously been certified, and, as a result, the 1,000,000 shares (after giving effect to the Issuer's 10 for 1 stock split) associated therewith were earned and became exercisable.