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Item 5. Other Information

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Item 5. Other Information

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Insider Trading Arrangements

During the three months ended March 31, 2025, the following officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

NameActionAdoption/Termination DateTrading ArrangementTotal Shares of Common Stock to be SoldExpiration Date
Rule 10b5-1*Non-Rule 10b5-1**
Charles Liang (President, Chief Executive Officer, and Chairman)AdoptionFebruary 28, 2025X500,000December 31, 2025
  • Contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.

** “Non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K under the Exchange Act.

SMCI | Q3 2025 Form 10-Q | 54

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