Penguin Solutions, Inc. 8K

Penguin Solutions, Inc. entered into a capped call call‑option transaction with a dealer to mitigate potential dilution from its new 0.00% Convertible Senior Notes due 2031.

Penguin Solutions, Inc. entered into a capped call call‑option transaction with one or more dealers, documented via an ISDA-based confirmation, in connection with its planned issuance of $650 million principal amount (plus up to $100 million of additional) 0.00% Convertible Senior Notes due 2031; the derivative is structured as a modified American, call option on Penguin’s common stock (ticker PENG) designed to offset or cap dilution from conversions of the notes, with specified strike and cap prices, exercise and settlement mechanics tied to the notes’ conversion terms under an Indenture with U.S. Bank Trust Company, N.A. as trustee, and extensive provisions for adjustments, extraordinary events, hedging disruptions, and related representations, covenants, and notice obligations between Penguin and the dealer.

Filing Facts

CIK

1616533

Ticker

-

Form

8K

Source Type

sec

Accession

0001193125-26-307989

Alert Tier

7