SCHEDULE 13G/A: FMR LLC and Abigail P. Johnson Disclose 12.1% Beneficial Ownership in Penguin Solutions Inc.

Sentiment:

Beneficial Ownership Disclosure


FMR LLC and its Chairman and CEO, Abigail P. Johnson, have filed an amended Schedule 13G, revealing a combined beneficial ownership of 12.1% of Penguin Solutions Inc.'s common stock as of February 28, 2025.

Summary

  • FMR LLC and Abigail P. Johnson, Chairman and CEO of FMR LLC, jointly filed an Amendment No. 1 to Schedule 13G regarding their beneficial ownership in PENGUIN SOLUTIONS INC.
  • As of February 28, 2025, FMR LLC and Abigail P. Johnson collectively beneficially own 6,453,831.21 shares of PENGUIN SOLUTIONS INC. Common Stock.
  • This aggregate amount represents 12.1% of the class of PENGUIN SOLUTIONS INC. Common Stock.
  • FMR LLC holds sole voting power over 6,451,909.67 shares and sole dispositive power over 6,453,831.21 shares.
  • Abigail P. Johnson holds sole dispositive power over 6,453,831.21 shares, with no sole or shared voting power directly attributed to her in the summary table.
  • The filing indicates that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of the issuer.
  • FMR LLC is classified as a parent holding company, and Abigail P. Johnson is classified as an individual reporting person.
  • Several FMR LLC subsidiaries, including Fidelity Institutional Asset Management Trust Company (BK), FIAM LLC (IA), Fidelity Management & Research Company LLC (IA), and Strategic Advisers LLC (IA), are identified as relevant entities, with Fidelity Management & Research Company LLC beneficially owning 5% or greater of the outstanding shares.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership, which is neutral in sentiment. It does not contain positive or negative performance indicators or forward-looking statements that would influence sentiment.

Future Outlook

NA

Industry Context

This Schedule 13G filing indicates a significant passive ownership stake by a major investment management firm, FMR LLC (Fidelity), and its top executive in Penguin Solutions Inc. Such filings are standard disclosures for institutional investors crossing the 5% beneficial ownership threshold, signaling their position in a company without intending to influence or change control. It provides transparency regarding the ownership structure of Penguin Solutions Inc. and highlights the continued interest of a prominent institutional investor.

Related Party Transactions

  • Abigail P. Johnson, a reporting person, is a Director, Chairman, and Chief Executive Officer of FMR LLC, the other reporting person. Members of the Johnson family, including Abigail P. Johnson, are the predominant owners of Series B voting common shares of FMR LLC (49% voting power) and have a shareholders' voting agreement, which may deem them to form a controlling group with respect to FMR LLC under the Investment Company Act of 1940. This establishes a direct relationship between the two reporting entities and their collective beneficial ownership.

Stakeholder Impact

  • Shareholders: Provides transparency regarding a significant institutional investor's stake, potentially signaling confidence or a long-term passive investment strategy. The stability of a large, passive holder can be viewed positively.
  • Management: Awareness of a major institutional holder, though the filing explicitly states no intent to influence control.

Key Dates

DateDescription
2023-01-03Effective date of Power of Attorney for Stephanie J. Brown on behalf of FMR LLC.
2023-01-26Effective date of Power of Attorney for Stephanie J. Brown on behalf of Abigail P. Johnson.
2025-02-28Date of event which requires the filing of this statement (measurement date for beneficial ownership).
2025-03-06Date of filing of this Schedule 13G Amendment No. 1.

Keywords

Penguin Solutions Inc., FMR LLC, Abigail P. Johnson, Schedule 13G, Beneficial Ownership, Common Stock, SEC Filing, Institutional Investor, Investment Management, Shareholder Disclosure

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