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Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________________________________________________________

Form 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2021

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-33383

__________________________________________________________________________

Super Micro Computer, Inc.

(Exact name of registrant as specified in its charter)

Delaware77-0353939
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

980 Rock Avenue

San Jose, CA 95131

(Address of principal executive offices, including zip code)

(408) 503-8000

(Registrant’s telephone number, including area code)

__________________________________________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $0.001 par value per shareSMCINASDAQ Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filerxAccelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of January 31, 2022 there were 51,563,316 shares of the registrant’s common stock, $0.001 par value, outstanding, which is the only class of common stock of the registrant issued.

SUPER MICRO COMPUTER, INC.

QUARTERLY REPORT ON FORM 10-Q

FOR THE THREE MONTHS ENDED DECEMBER 31, 2021

TABLE OF CONTENTS

Page
PART IFINANCIAL INFORMATION
ITEM 1.Financial Statements (Unaudited)1
Condensed Consolidated Balance Sheets as of December 31, 2021 and June 30, 20211
Condensed Consolidated Statements of Operations for the Three and Six Months Ended December 31, 2021 and 20202
Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended December 31, 2021 and 20203
Condensed Consolidated Statements of Stockholders' Equity for the Three and Six Months Ended December 31, 2021 and 20204
Condensed Consolidated Statements of Cash Flows for the Six Months Ended December 31, 2021 and 20206
Notes to Condensed Consolidated Financial Statements8
ITEM 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations35
ITEM 3.Quantitative and Qualitative Disclosures About Market Risk48
ITEM 4.Controls and Procedures49
PART IIOTHER INFORMATION
ITEM 1.Legal Proceedings50
ITEM 1A.Risk Factors50
ITEM 2.Unregistered Sales of Equity Securities and Use of Proceeds50
ITEM 3.Defaults Upon Senior Securities50
ITEM 4.Mine Safety Disclosures50
ITEM 5.Other Information50
ITEM 6.Exhibits51
Signatures53

Unless the context requires otherwise, the words “Super Micro,” “Supermicro,” “we,” “Company,” “us” and “our” in this document refer to Super Micro Computer, Inc. and where appropriate, our wholly owned subsidiaries. Supermicro, the Company logo and our other registered or common law trademarks, service marks, or trade names appearing in this Quarterly Report on Form 10-Q are the property of Super Micro Computer, Inc. or its affiliates. Other trademarks, service marks, or trade names appearing in this Quarterly Report on Form 10-Q are the property of their respective owners.

PART I: FINANCIAL INFORMATION

Next: Item 1. Financial Statements