Form 4: Penguin Solutions CRO Awarded 23,706 RSUs

Penguin Solutions' SVP and Chief Revenue Officer, Anthony George Frey, was granted 23,706 restricted stock units, increasing his beneficial ownership to 75,564 shares.

Summary

• Anthony George Frey, SVP and Chief Revenue Officer of Penguin Solutions, Inc. (PENG), acquired 23,706 shares of common stock on September 29, 2025.
• These shares were granted as Restricted Stock Units (RSUs) with a transaction price of $0.
• Following this transaction, Frey's total beneficial ownership in Penguin Solutions, Inc. stands at 75,564 shares.
• The RSUs will vest in installments, with 6.25% vesting on January 20, 2026, and the remaining portion vesting quarterly thereafter in 15 equal installments, contingent on continued employment.

Sentiment

Score: 7

Explanation: The grant of Restricted Stock Units to a key executive is a positive signal for management retention and aligns executive incentives with long-term shareholder value, though it does not reflect operational performance.

Positives

• The grant of Restricted Stock Units (RSUs) to a key executive aligns management interests with long-term shareholder value.
• This compensation structure is a common method for executive retention and motivation.

Risks

• The Restricted Stock Units are subject to vesting conditions, primarily the recipient's continued employment through each applicable vesting date, meaning the full benefit is not guaranteed if employment ceases.

Future Outlook

The granted Restricted Stock Units are scheduled to vest over time, with the initial 6.25% vesting on January 20, 2026, and the remainder vesting quarterly in 15 equal installments, subject to the recipient's continued employment.

Industry Context

This transaction represents a standard executive compensation practice within publicly traded companies, where equity grants like Restricted Stock Units are used to incentivize and retain key management personnel, aligning their financial interests with the company's long-term performance.

Comparison to Industry Standards

• The grant of Restricted Stock Units (RSUs) is a common and widely accepted form of executive compensation across various industries, including technology and solutions providers.
• This practice aligns executive incentives with long-term shareholder value, similar to compensation structures observed in comparable companies within the software and IT services sector.

Related Party Transactions

• The grant of 23,706 Restricted Stock Units to Anthony George Frey, an SVP and Chief Revenue Officer, constitutes a related party transaction as it involves compensation to a company executive.

Stakeholder Impact

• Shareholders: The RSU grant aims to align the interests of a key executive with long-term shareholder value, potentially leading to improved company performance.
• Employees: This reflects a standard executive compensation practice, which may influence overall compensation strategies within the company.

Next Steps

• The Restricted Stock Units will vest according to a predetermined schedule, with the first tranche on January 20, 2026, and subsequent quarterly vesting over 15 installments.

Key Dates

Recommendation

The filing details a routine grant of Restricted Stock Units to a key executive, which is a standard compensation practice aimed at aligning management incentives with shareholder interests. This event does not provide new information that would significantly alter the investment outlook for the company, thus a 'hold' recommendation is maintained.

Keywords

Penguin Solutions, PENG, Form 4, Restricted Stock Units, RSU, Executive Compensation, Insider Transaction, Anthony George Frey