Penguin Solutions Enters New Agreements, Terminates Old Ones

Ticker: PENG · Form: 8-K · Filed: 2025-06-26T00:00:00.000Z

Sentiment: neutral

Topics: material-agreement, financial-obligation, contract-termination

TL;DR

Penguin Solutions just signed new deals and ditched old ones, changing its financial game.

AI Summary

On June 24, 2025, Penguin Solutions, Inc. entered into a material definitive agreement and simultaneously terminated another. The company also created a direct financial obligation and an off-balance sheet arrangement. These actions are part of the company's ongoing financial and contractual activities.

Why It Matters

This filing indicates significant changes in Penguin Solutions' contractual and financial obligations, which could impact its future operations and financial health.

Risk Assessment

Risk Level: medium — The entry into new material definitive agreements and the creation of new financial obligations suggest potential shifts in the company's strategic direction and financial commitments.

Key Players & Entities

FAQ

What specific material definitive agreement did Penguin Solutions, Inc. enter into on June 24, 2025?

The filing indicates the entry into a material definitive agreement but does not specify its details in the provided text.

Which material definitive agreement was terminated by Penguin Solutions, Inc. on June 24, 2025?

The filing states that a material definitive agreement was terminated, but the specific agreement is not identified in the provided text.

What is the nature of the direct financial obligation created by Penguin Solutions, Inc. on June 24, 2025?

The filing confirms the creation of a direct financial obligation, but the specifics of this obligation are not detailed in the provided text.

What is the nature of the off-balance sheet arrangement created by Penguin Solutions, Inc. on June 24, 2025?

The filing reports the creation of an off-balance sheet arrangement, but the details of this arrangement are not provided in the excerpt.

What was Penguin Solutions, Inc.'s former company name and when did the name change occur?

Penguin Solutions, Inc.'s former company name was SMART Global Holdings, Inc., and the name change occurred on August 13, 2014.

From the Filing

0001193125-25-147869.txt : 20250626 0001193125-25-147869.hdr.sgml : 20250626 20250626091412 ACCESSION NUMBER: 0001193125-25-147869 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 15 CONFORMED PERIOD OF REPORT: 20250624 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250626 DATE AS OF CHANGE: 20250626 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Penguin Solutions, Inc. CENTRAL INDEX KEY: 0001616533 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] ORGANIZATION NAME: 04 Manufacturing EIN: 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: 251075311 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 d81707d8k.htm 8-K 8-K false 0001616533 0001616533 2025-06-24 2025-06-24     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): June 24, 2025       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 registered 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 Material Definitive Agreement. On June 24, 2025 (the “Closing Date”), Penguin Solutions, Inc., a Cayman Islands exempted company (the “Company” or the “Parent Borrower”), and SMART M

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