SEC Form 4 · accession 0000950103-18-000202
Penguin Solutions, Inc. · PENG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
KiWan Kim
Officer — SVP of EM & Pres. Brazil
Period of report
Jan 3, 2018
Accepted (ET)
Jan 5, 2018 · 5:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001616533
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1 | Jan 3, 2018 | M | 15,047 | $11.55 | A | 133,000 | D | |
| Ordinary SharesF2,F3,F1 | Jan 3, 2018 | S | 15,047 | $35.67 | D | 117,953 | D | |
| Ordinary SharesF1 | Jan 4, 2018 | M | 14,698 | $11.55 | A | 132,651 | D | |
| Ordinary SharesF2,F3,F1 | Jan 4, 2018 | S | 14,698 | $35.27 | D | 117,953 | D | |
| Ordinary SharesF2,F3,F1 | Jan 5, 2018 | S | 8,557 | $35.05 | D | 109,396 | D | |
| Ordinary SharesF2,F3,F1 | Jan 5, 2018 | S | 14,533 | $36.25 | D | 94,863 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Options (right to buy)F4 | $11.55 | Jan 3, 2018 | M | 15,047 | D | — | May 23, 2026 | Ordinary Shares | 15,047 | 24,612 | D |
| Employee Stock Options (right to buy)F4 | $11.55 | Jan 4, 2018 | M | 14,698 | D | — | May 23, 2026 | Ordinary Shares | 14,698 | 9,914 | D |
Explanation of responses
- F1Includes restricted stock units.
- F2Shares sold pursuant to a previously established Rule 10b5-1 Plan.
- F3This is a weighted average sale price. Shares reported in each line item were sold in multiple transactions at prices in the following ranges, respectively: from $35.20 to $36.23; from $34.82 to $35.59; from $34.59 to $35.57; and from $35.67 to $36.58. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the foregoing ranges.
- F4The original option vested 50% in May 2017 with the remainder vesting quarterly through May 2018. This option aggregates the reporting of three line items on the reporting person's original Form 3 with the same grant date and exercise price, and there are no other outstanding options held by the reporting person.