Penguin Solutions Files 8-K with Material Agreements & Officer Changes

Ticker: PENG · Form: 8-K · Filed: 2024-12-16T00:00:00.000Z

Sentiment: neutral

Topics: material-agreement, equity-sale, corporate-governance

TL;DR

Penguin Solutions dropped an 8-K detailing new deals, stock sales, and exec shifts. Big day for the company.

AI Summary

On December 13, 2024, Penguin Solutions, Inc. entered into a material definitive agreement. The company also reported on unregistered sales of equity securities and material modifications to the rights of security holders. Additionally, there were changes related to directors and officers, amendments to articles of incorporation or bylaws, and a change in fiscal year, along with Regulation FD disclosures and financial statements/exhibits.

Why It Matters

This 8-K filing indicates significant corporate actions, including new agreements and potential changes in governance or financial structure, which could impact investors' understanding of the company's current operational and strategic standing.

Risk Assessment

Risk Level: medium — The filing covers multiple significant corporate events including material agreements, equity sales, and changes in officers, which inherently carry a medium level of risk and require investor attention.

Key Numbers

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by Penguin Solutions, Inc. on December 13, 2024?

The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the excerpt.

What were the key items reported in the 8-K filing dated December 16, 2024?

The filing reported on the entry into a material definitive agreement, unregistered sales of equity securities, material modifications to security holder rights, changes in directors/officers, amendments to articles/bylaws, Regulation FD disclosures, and financial statements/exhibits.

When was Penguin Solutions, Inc. formerly known as?

Penguin Solutions, Inc. was formerly known as SMART Global Holdings, Inc., with a name change date of August 13, 2014.

What is Penguin Solutions, Inc.'s fiscal year end?

Penguin Solutions, Inc.'s fiscal year ends on August 30 (0830).

What is the business address of Penguin Solutions, Inc.?

The business address is 39870 Eureka Drive, Newark, CA 94560-4809.

From the Filing

0001193125-24-279100.txt : 20241216 0001193125-24-279100.hdr.sgml : 20241216 20241216090055 ACCESSION NUMBER: 0001193125-24-279100 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 17 CONFORMED PERIOD OF REPORT: 20241213 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Material Modifications to Rights of Security Holders ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20241216 DATE AS OF CHANGE: 20241216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Penguin Solutions, Inc. CENTRAL INDEX KEY: 0001616533 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 981013909 STATE OF INCORPORATION: E9 FISCAL YEAR END: 0830 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38102 FILM NUMBER: 241550249 BUSINESS ADDRESS: STREET 1: 39870 EUREKA DRIVE CITY: NEWARK STATE: CA ZIP: 94560-4809 BUSINESS PHONE: (510) 623-1231 MAIL ADDRESS: STREET 1: 39870 EUREKA DRIVE CITY: NEWARK STATE: CA ZIP: 94560-4809 FORMER COMPANY: FORMER CONFORMED NAME: SMART Global Holdings, Inc. DATE OF NAME CHANGE: 20140813 8-K 1 d903373d8k.htm 8-K 8-K false 0001616533 --08-30 0001616533 2024-12-13 2024-12-13     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 13, 2024       PENGUIN SOLUTIONS, INC. (Exact name of registrant as specified in its charter)     Commission File Number 001-38102   Cayman Islands   98-1013909 (State or Other Jurisdiction of Incorporation or Organization)   (I.R.S. Employer Identification No.)   c/o Walkers Corporate Limited   190 Elgin Avenue   George Town , Grand Cayman   Cayman Islands   KY1-9008 (Address of Principal Executive Offices)   (Zip Code) Registrant’s Telephone Number, Including Area Code: (510) 623-1231 Not Applicable (Former Name or Former Address, if Changed Since Last Report)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which Ordinary shares, $0.03 par value per share   PENG   Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company  ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐       Item 1.01 Entry into a Materia

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