01—Abstract
Summary
Summary of the 8-K filed September 26, 2024. Cited figures are marked; the original filing is the authoritative source.
Super Micro Computer, Inc. filed this Current Report on Form 8-K under Item 8.01 (Other Events) to announce details of a planned ten-for-one forward split of its common stock, par value $0.001a per share.
The split will be effected through an amendment to the Company's Amended and Restated Certificate of Incorporation. The Company stated that the new CUSIP number for the Common Stock after the split will be 86800U302. The Stock Split is expected to become effective at 5:00 p.m.
Eastern Time on September 30, 2024. Trading on the Nasdaq Global Select Market is expected to begin on a split-adjusted basis at the market open on October 1, 2024, under the existing ticker "SMCI." Computershare Trust Company, N.A. is acting as exchange agent. The filing explains the mechanics for stockholders.
Registered holders with book-entry shares need take no action. Holders of certificated shares must deliver a letter of transmittal to Computershare to surrender their certificates for post-split book-entry shares, and must do so before transferring those shares after the split.
Beneficial holders whose shares are held through a broker, bank, custodian or other nominee will have positions adjusted automatically, subject to each intermediary's processes. The only exhibit listed is Exhibit 104, the Cover Page Interactive Data File.
02—Key points
Key Highlights
- Ten-for-one forward stock split of the common stock (par value $0.001 per share) announced on September 26, 2024
- Split to be effected through an amendment to the Amended and Restated Certificate of Incorporation
- Split expected to become effective at 5:00 p.m. Eastern Time on September 30, 2024
- Split-adjusted trading on Nasdaq Global Select Market expected to begin at market open on October 1, 2024
- Ticker symbol remains "SMCI"; new CUSIP number after the split will be 86800U302
- Computershare Trust Company, N.A. acts as exchange agent; certificated holders must submit a letter of transmittal to exchange shares
- Book-entry and broker-held shares are adjusted automatically, requiring no action from most stockholders
03—Questions
Frequently Asked Questions
What is changing with Super Micro Computer's common stock?
The Company is effecting a ten-for-one forward stock split of its common stock, which increases the number of outstanding shares tenfold through an amendment to its Amended and Restated Certificate of Incorporation. The filing does not state a change in the par value of $0.001 per share.
When will the stock split take effect and when will split-adjusted shares trade?
The split is expected to become effective at 5:00 p.m. Eastern Time on September 30, 2024. Trading on the Nasdaq Global Select Market is expected to commence on a split-adjusted basis at the market open on October 1, 2024.
Will the ticker symbol or CUSIP number change?
The ticker symbol remains "SMCI." The new CUSIP number for the common stock following the split will be 86800U302.
Do I need to take any action as a shareholder?
Registered holders of book-entry shares and holders whose shares are held through a broker, bank, custodian or nominee do not need to take action, as their positions will be adjusted automatically, subject to their intermediary's processes. Holders of certificated shares must deliver a letter of transmittal to Computershare to surrender their certificates for post-split book-entry shares, and must do so before transferring the shares after the split.
Who is handling the exchange of shares?
Computershare Trust Company, N.A., the Company's transfer agent, is acting as exchange agent for the stock split.
04—Continue