Form 8-K

8-K — Super Micro Computer, Inc.

Accession: 0001375365-26-000021

Filed: 2026-08-11

Period: 2026-08-11

CIK: 0001375365

SIC: 3571 (ELECTRONIC COMPUTERS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — smci-20260811.htm (Primary)

EX-99.1 (exhibit991_20260630.htm)

GRAPHIC (image_0a.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: smci-20260811.htm · Sequence: 1

smci-20260811

0001375365false00013753652026-08-112026-08-11

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): August 11, 2026

SUPER MICRO COMPUTER, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-33383 77-0353939

(State or other jurisdiction

of incorporation) (Commission File Number) (I.R.S. Employer

Identification No.)

980 Rock Avenue, San Jose, California 95131

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (408) 503-8000

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

Common Stock, $0.001 par value SMCI The 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 2.02 Results of Operations and Financial Condition

On August 11, 2026, Super Micro Computer, Inc. (the “Company”) issued a press release (the “Press Release”) announcing unaudited financial results for the quarter and full fiscal year ended June 30, 2026. A copy of the Press Release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

The information in, and the exhibit furnished pursuant to, Item 2.02 of this report, including Exhibit 99.1, are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and are not to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing, unless otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit

Number Description

99.1

Press Release entitled “Supermicro Announces Fourth Quarter and Full Fiscal Year 2026 Financial Results” dated August 11, 2026

104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SUPER MICRO COMPUTER, INC.

Date: August 11, 2026

By: /s/ Charles Liang

President, Chief Executive Officer and Chairman of the Board (Principal Executive Officer)

EX-99.1

Filename: exhibit991_20260630.htm · Sequence: 2

Document

Exhibit 99.1

Supermicro Announces Fourth Quarter and Full Fiscal Year 2026 Financial Results

SAN JOSE, Calif. -- August 11, 2026 -- (BUSINESS WIRE) -- Super Micro Computer, Inc. (NASDAQ: SMCI) (“Supermicro” or the “Company”), a Total IT Solution Provider for AI, Cloud, Storage, and 5G/Edge, today announced unaudited financial results for its fourth quarter and full fiscal year ended June 30, 2026.

Fourth Quarter Fiscal Year 2026 Highlights

•Net sales of $11.1 billion versus $10.2 billion in Q3'26 and $5.8 billion in Q4'25.

•Gross margin of 17.5% versus 9.9% in Q3'26 and 9.5% in Q4'25.

•Net income of $1,178 million versus $483 million in Q3'26 and $195 million in Q4'25.

•Diluted net income per common share of $1.62 versus $0.72 in Q3'26 and $0.31 in Q4'25.

•Non-GAAP gross margin of 17.6% versus 9.6% in Q4'25.

•Non-GAAP diluted net income per common share of $1.70 versus $0.41 in Q4'25.

•Cash flow provided by operations for Q4'26 of $747 million and capital expenditures and investments of $25 million.

"Our Total AI/IT Solutions strategy continues to deliver strong results, we added several hundred enterprise and other customers in the past year, generated more than $60 billion in new orders, and booked record backlog entering fiscal 2027," said Charles Liang, Founder, President and CEO of Supermicro. "As demand accelerates, we are improving profitability through a richer enterprise customer mix and broader adoption of our optimized Data Center Building Block Solutions® (DCBBS) architecture. Combined with continued investment in technology leadership, manufacturing scale, and global compliance, we are enabling customers to deploy AI infrastructure faster and more efficiently."

The Non-GAAP gross margin for the fourth quarter of fiscal year 2026 was 17.6% with adjustments for stock-based compensation expense of $9 million. The Non-GAAP diluted net income per common share for the fourth quarter of fiscal year 2026 was $1.70.

Fiscal Year 2026 Summary

Net sales for the full fiscal year ended June 30, 2026, were $39.1 billion versus $22.0 billion for the fiscal year ended June 30, 2025. Gross margin for fiscal year 2026 was 10.8% versus 11.1% for the fiscal year ended June 30, 2025. Net income for fiscal year 2026 was $2.2 billion, or $3.26 per diluted share, versus $1.0 billion, or $1.68 per diluted share, for fiscal year 2025.

For the full fiscal year ended 2026, non-GAAP gross margin was 10.9%, with adjustments for stock-based compensation expenses of $34 million. Non-GAAP net income attributable to common stockholders for fiscal year 2026 was $2.5 billion, or $3.63 per diluted share, versus $1.3 billion, or $2.06 per diluted share, for fiscal year 2025. This non-GAAP net income attributable to common stockholders includes adjustments for stock-based compensation expense of $316 million, which are net of the related tax effect of $97 million for fiscal year 2026.

As of June 30, 2026, total cash and cash equivalents was $7.5 billion and total bank debt and convertible notes were $8.7 billion.

Business Outlook

The Company expects net sales in the range of $14.5 billion and $15.5 billion for the first quarter of fiscal year 2027 ending September 30, 2026, GAAP net income per diluted share of $0.89 to $0.98 and non-GAAP net income per diluted share of $1.01 to $1.10. The Company’s projections for GAAP and non-GAAP net income per diluted share assume a tax rate of approximately 20.1% and 20.5%, respectively, and a fully diluted share count of 745 million shares for GAAP and fully diluted share count of 761 million shares for non-GAAP. The outlook for the first quarter of fiscal year 2027 GAAP net income per diluted share includes approximately $106 million in expected stock-based compensation expense, net of related tax effects of $32 million that are excluded from non-GAAP net income per diluted share.

For fiscal year 2027, the Company expects net sales in the range of $65.0 billion to $72.0 billion.

Conference Call and Webcast Information

Supermicro will present a live audio webcast of our conference call to review its fourth quarter and full fiscal year 2026 financial results on Tuesday, August 11, 2026, at 5:00 p.m. ET / 2:00 p.m. PT. The webcast will be available at https://ir.supermicro.com.

A replay of the webcast will be available shortly after the call at the same website and will remain accessible for one year.

Forward Looking Statements and Other Disclosures

Statements contained in this press release that are not historical fact may be forward looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements can be identified by the use of forward-looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “may,” "plan,” “seek,” “should,” “will,” “would,” “optimistic” or similar expressions and the negatives of those terms. Such forward looking statements may include statements regarding, among other things, guidance for the first quarter of fiscal year 2027 and full year fiscal 2027 guidance, expectations related to customer mix and strong customer engagements and that additional customer commitments will be secured in the upcoming quarters of fiscal year 2027, our efforts to strengthen our operational and financial execution, our focus on capturing the next wave of AI and IT infrastructure demand, meeting the Company's long-term targets and capitalizing on the growing market opportunity in the long-term, and our progressing leadership in DCBBS and AI technology. Such forward looking statements do not constitute guarantees of future performance and are subject to a variety of risks and uncertainties that could cause our actual results to differ materially from those anticipated, including: (i) our quarterly operating results may fluctuate, (ii) as we increasingly target larger customers and larger sales opportunities, our customer base may become more concentrated, our cost of sales may increase, our margins may be lower and our sales may become less predictable for a variety of reasons, many of which are not in our control, (iii) the average sales prices for our server solutions could decline if customers do not continue to purchase our latest generation products or additional components, and (iv) adverse economic conditions could affect our business, including, but not limited to, increased tariffs. In addition, as the Company has disclosed, the Board is conducting an independent review of certain transactions in connection with export-control issues. The outcome of that investigation could affect our forecasts, these preliminary results and prior period results. Certain prior period amounts have been reclassified to conform to the current period presentation. Additional factors that could cause actual results to differ materially from those projected or suggested in any forward looking statements are detailed in our filings with the Securities and Exchange Commission, including those factors discussed under the caption "Risk Factors" in such filings, particularly in our Annual Report on Form 10-K for our fiscal year ended June 30, 2025 and any subsequent Quarterly Report on Form 10-Q.

Financial Information Is Preliminary and May Be Subject to Change

The unaudited financial information presented in this press release is preliminary. The final financial results reported for this period may also differ from the results reported in this release.

The financial results presented reflect the Company's preliminary estimated unaudited financial results, based upon information available to the Company as of the date of this press release. The Company has provided preliminary estimates of financial results primarily because its financial closing procedures for the quarter and fiscal year ended June 30, 2026 are not yet complete. The data are not a comprehensive statement of the Company's results for such periods, and the actual results may differ materially from these preliminary estimated data. The Company's actual results remain subject to the completion of management’s and its audit committee’s review and other financial closing processes as well as the completion and preparation of its financial data for such periods. The Company's independent registered public accounting firm has not audited, reviewed, compiled or performed any procedures with respect to such preliminary data. During the course of the preparation of the Company's financial statements and related notes and the completion of the audit for such periods, additional adjustments to the preliminary estimated financial information presented here may be identified, and its final results for these periods may vary from these preliminary estimates. This preliminary estimated data should not be considered a substitute for the financial statements to be prepared in accordance with accounting principles generally accepted in the United States and to be filed with the Securities and Exchange Commission once available.

About Super Micro Computer, Inc.

Supermicro (NASDAQ: SMCI) is a global leader in Application-Optimized Total IT Solutions. Founded and operating in San Jose, California, Supermicro is committed to delivering first-to-market innovation for Enterprise, Cloud, AI, and 5G/Edge IT Infrastructure. We are a Total IT Solutions provider with server, AI, storage, IoT, switch systems, software, and support services. Supermicro's motherboard, power, and chassis design expertise further enables our development and production, enabling next-generation innovation from cloud to edge for our global customers. Our products are designed and manufactured in-house (in the US, Taiwan, and the Netherlands), leveraging global operations for scale and efficiency and optimized to improve TCO and reduce environmental impact (Green Computing). The award-winning portfolio of Server Building Block Solutions® allows customers to optimize for their exact workload and application by selecting from a broad family of systems built from our flexible and reusable building blocks that support a comprehensive set of form factors, processors, memory, GPUs, storage, networking, power, and cooling solutions (air-conditioned, free air cooling or liquid cooling).

Supermicro, Server Building Block Solutions, and We Keep IT Green are trademarks and/or registered trademarks of Super Micro Computer, Inc.

All other brands, names, and trademarks are the property of their respective owners.

Investor Relations Contact:

email: ir@supermicro.com

Source: Super Micro Computer, Inc.

SUPER MICRO COMPUTER, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(unaudited)

June 30, June 30,

2026 2025

ASSETS

Current assets:

Cash and cash equivalents $ 7,521,474 $ 5,169,911

Accounts receivable, net of allowance for credit losses 6,125,414 2,203,942

Inventories 12,895,949 4,680,375

Prepaid expenses and other current assets 1,183,415 247,426

Total current assets 27,726,252 12,301,654

Property, plant, and equipment, net 625,553 504,488

Deferred income taxes, net 697,441 607,416

Other assets 896,221 604,871

Total assets $ 29,945,467 $ 14,018,429

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable $ 2,247,003 $ 1,281,977

Accrued liabilities 1,032,716 565,637

Income taxes payable 262,608 53,381

Lines of credit and term loans, current 2,039,774 75,060

Deferred revenue 1,578,005 368,737

Total current liabilities 7,160,106 2,344,792

Deferred revenue, non-current 1,034,027 362,645

Lines of credit and term loans, non-current 2,016,374 37,415

Convertible notes

4,664,139 4,645,178

Other long-term liabilities 591,205 326,528

Total liabilities 15,465,851 7,716,558

Stockholders’ equity:

Mandatory Convertible Preferred Stock and additional paid-in capital 4,226,258 —

Common stock and additional paid-in capital 4,600,893 2,866,449

Accumulated other comprehensive income 397 705

Retained earnings 5,651,904 3,434,539

Total Super Micro Computer, Inc. stockholders’ equity 14,479,452 6,301,693

Non-controlling interest 164 178

Total stockholders’ equity 14,479,616 6,301,871

Total liabilities and stockholders’ equity $ 29,945,467 $ 14,018,429

SUPER MICRO COMPUTER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

(unaudited)

Three Months Ended June 30, Year Ended June 30,

2026 2025 2026 2025

Net sales $ 11,119,777 $ 5,756,911 $ 39,063,072 $ 21,972,042

Cost of sales 9,177,146 5,212,809 34,835,821 19,542,120

Gross profit 1,942,631 544,102 4,227,251 2,429,922

Operating expenses:

Research and development 201,498 183,221 771,232 636,550

Sales and marketing 142,078 64,739 352,594 273,139

General and administrative 110,991 67,751 332,939 267,239

Total operating expenses 454,567 315,711 1,456,765 1,176,928

Income from operations 1,488,064 228,391 2,770,486 1,252,994

Other income (expense), net 22,189 (11,781) 26,432 (41,339)

Interest income 39,085 28,397 186,920 59,834

Interest expense (79,802) (22,282) (194,574) (59,573)

Income before income tax provision 1,469,536 222,725 2,789,264 1,211,916

Income tax provision (290,130) (19,307) (556,329) (156,851)

Share of loss from equity investee, net of taxes (1,189) (8,264) (2,482) (6,211)

Net income 1,178,217 195,154 2,230,453 1,048,854

Preferred stock dividends

(13,088) — (13,088) —

Net income attributable to common stockholders

$ 1,165,129 $ 195,154 $ 2,217,365 $ 1,048,854

Net income per common share (A):

Basic $ 1.83 $ 0.33 $ 3.65 $ 1.77

Diluted $ 1.62 $ 0.31 $ 3.26 $ 1.68

Weighted-average shares used in the calculation of net income per common share (A):

Basic 613,484 597,627 601,806 593,665

Diluted 705,001 624,671 697,348 628,402

(A) Reflects a ten-for-one stock split on September 30, 2024.

Stock-based compensation is included in the following cost and expense categories by period (in thousands):

Three Months Ended June 30, Year Ended June 30,

2026 2025 2026 2025

Cost of sales $ 8,892 $ 6,792 $ 34,292 $ 24,505

Research and development 69,881 53,854 269,971 195,444

Sales and marketing 11,315 10,539 45,015 37,784

General and administrative 16,469 12,427 62,837 56,719

Stock-based compensation expense, before taxes

$ 106,557 $ 83,612 $ 412,115 $ 314,452

SUPER MICRO COMPUTER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

Year Ended June 30,

2026 2025

OPERATING ACTIVITIES:

Net income $ 2,230,453 $ 1,048,854

Reconciliation of net income to net cash (used in) provided by operating activities:

Depreciation and amortization 53,673 41,298

Amortization of right-of-use (“ROU”) assets 36,594 17,046

Amortization of debt discount and issuance costs 25,889 10,268

Inventory valuation adjustment write-down 188,110 232,083

Stock-based compensation expense 412,115 314,452

Impairment loss and gain on sale of investments, net 414 —

Share of loss from equity investee 2,482 6,211

Unrealized foreign currency exchange loss 976 18,832

Loss on extinguishment of convertible notes — 30,251

Deferred income taxes, net (95,367) (214,638)

Other non-cash income, net (16,956) (3,077)

Changes in operating assets and liabilities:

Accounts receivable, net

(3,921,872) 533,341

Inventories (8,876,747) (587,689)

Prepaid expenses and other assets

(356,230) (229,107)

Accounts payable

963,258 (180,968)

Accrued liabilities

406,200 272,404

Income taxes payable 213,532 32,043

Deferred revenue 1,880,650 315,006

Other long-term liabilities

42,940 2,914

Net cash (used in) provided by operating activities (6,809,886) 1,659,524

INVESTING ACTIVITIES:

Purchases of property, plant, and equipment (161,999) (127,214)

Investment in equity securities (51,613) (56,000)

Proceeds from disposal of equity investment 13,333 —

Net cash used in investing activities (200,279) (183,214)

FINANCING ACTIVITIES:

Proceeds from lines of credit and term loans 4,468,808 1,387,991

Repayment of lines of credit and term loans (520,510) (1,768,650)

Payments of debt issuance costs (23,483) —

Proceeds from exercise of stock options 46,260 20,898

Payment for withholding taxes related to settlement of equity awards

(129,881) (142,457)

Stock repurchases — (200,000)

Debt issuance costs in connection with amended 2029 Convertibles Notes — (31,217)

Proceeds from issuance of 2028 Convertible Notes, net of issuance costs — 683,696

Proceeds from issuance of 2030 Convertible Notes, net of issuance costs — 2,255,973

Purchase of capped calls — (182,215)

Common stock issuance, net of issuance costs 1,406,753 —

Mandatory Convertible Preferred Stock issuance, net of issuance costs 4,230,844 —

Other (36) 26

Net cash provided by financing activities 9,478,755 2,024,045

SUPER MICRO COMPUTER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

Effect of exchange rate fluctuations on cash (9,355) 1,673

Net increase in cash, cash equivalents, and restricted cash 2,459,235 3,502,028

Cash, cash equivalents, and restricted cash at the beginning of year 5,172,301 1,670,273

Cash, cash equivalents, and restricted cash at the end of year $ 7,631,536 $ 5,172,301

Supplemental disclosure of cash flow information:

Cash paid for interest $ 109,306 $ 25,490

Cash paid for income taxes, net of refunds $ 399,276 $ 327,158

Non-cash investing and financing activities:

Unpaid property, plant, and equipment purchases $ 21,142 $ 16,208

ROU assets obtained in exchange for operating lease commitments $ 266,753 $ 276,170

Transfer of inventory to property, plant, and equipment, net $ 7,304 $ 8,260

SUPER MICRO COMPUTER, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except per share amounts)

(unaudited)

Use of Non-GAAP Financial Measures

To supplement its consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles (“GAAP”), the Company uses non-GAAP measures that are adjusted for certain items from the most directly comparable GAAP measures. The specific non-GAAP measures presented below are: gross profit, gross margin; operating expenses; net income; net income per common share; diluted net income; diluted net income per common share, adjusted earnings before interest, taxes, depreciation, and amortization, (“Adjusted EBITDA”); and effective tax rate. Management believes these non-GAAP measures provide useful information to investors by offering a consistent basis for comparing the Company's performance across periods, excluding items that are not reflective of our core operating results. These non-GAAP measures are not prepared in accordance with GAAP or intended to be a replacement for GAAP financial data; and therefore, should be reviewed together with the GAAP measures and are not intended to serve as a substitute for results under GAAP, and may be different from non-GAAP measures used by other companies.

We exclude the following adjustments from our non-GAAP financial measures:

Non-GAAP Adjustments

•Stock-based compensation: Stock-based compensation relates primarily to our equity incentive awards. Stock-based compensation is a non-cash expense that is dependent on market forces that are difficult to predict. We believe that this adjustment for stock-based compensation provides investors with a basis to measure the company's core performance, including compared with the performance of other companies, without the period-to-period variability created by stock-based compensation.

•Adjusted EBITDA adjustments: When calculating Adjusted EBITDA, in addition to the adjustments described above, we exclude the impact of Interest expense, Income tax (provision) benefit, and Depreciation and amortization during the period.

Pursuant to the requirements of SEC Regulation G, please see the tables below for the reconciliations of GAAP to Non-GAAP measures. These should be read together with the preceding financial statements prepared in accordance with GAAP.

SUPER MICRO COMPUTER, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except per share amounts)

(unaudited)

Reconciliation of GAAP Net Income to Adjusted EBITDA:

Three Months Ended Year Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

GAAP net income $ 1,178,217 $ 195,154 $ 2,230,453 $ 1,048,854

Interest expense 79,802 22,282 194,574 59,573

Income tax provision 290,130 19,307 556,329 156,851

Depreciation and amortization 14,714 11,831 53,673 41,298

Stock-based compensation 106,557 83,612 412,115 314,452

Loss on extinguishment of convertible notes — — — 30,251

Adjusted EBITDA

$ 1,669,420 $ 332,186 $ 3,447,144 $ 1,651,279

Adjusted EBITDA % of net sales

15.0 % 5.8 % 8.8 % 7.5 %

Reconciliation of GAAP to Non-GAAP Gross Margin:

Three Months Ended Year Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

GAAP gross profit $ 1,942,631 $ 544,102 $ 4,227,251 $ 2,429,922

Stock-based compensation 8,892 6,792 34,292 24,505

Non-GAAP gross profit $ 1,951,523 $ 550,894 $ 4,261,543 $ 2,454,427

GAAP gross margin (%) 17.5 % 9.5 % 10.8 % 11.1 %

Stock-based compensation (%) 0.1 % 0.1 % 0.1 % 0.1 %

Non-GAAP gross margin (%) 17.6 % 9.6 % 10.9 % 11.2 %

SUPER MICRO COMPUTER, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except per share amounts)

(unaudited)

Reconciliation of GAAP to Non-GAAP Operating Expenses:

Three Months Ended Year Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

GAAP operating expenses $ 454,567 $ 315,711 $ 1,456,765 $ 1,176,928

Adjustments to operating expenses

GAAP R&D operating expenses

201,498 183,221 771,232 636,550

Stock-based compensation

(69,881) (53,854) (269,971) (195,444)

Non-GAAP R&D operating expenses

131,617 129,367 501,261 441,106

GAAP S&M operating expenses

142,078 64,739 352,594 273,139

Stock-based compensation

(11,315) (10,539) (45,015) (37,784)

Non-GAAP S&M operating expenses

130,763 54,200 307,579 235,355

GAAP G&A operating expenses

110,991 67,751 332,939 267,239

Stock-based compensation (16,469) (12,427) (62,837) (56,719)

Non-GAAP G&A operating expenses

94,522 55,324 270,102 210,520

Non-GAAP operating expenses $ 356,902 $ 238,891 $ 1,078,942 $ 886,981

SUPER MICRO COMPUTER, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except per share amounts)

(unaudited)

Reconciliation of GAAP to Non-GAAP Net Income:

Three Months Ended Year Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

GAAP net income - basic $ 1,178,217 $ 195,154 $ 2,230,453 $ 1,048,854

Preferred stock dividends (13,088) — (13,088) —

Earnings allocated to participating securities (43,265) — (21,523) —

GAAP net income attributable to common stockholders - basic 1,121,864 195,154 2,195,842 1,048,854

Adjustments related to stock-based compensation:

Cost of sales 8,892 6,792 34,292 24,505

Operating expenses 97,665 76,820 377,823 289,947

Total adjustments to GAAP income from operations 106,557 83,612 412,115 314,452

Loss on extinguishment of convertible notes — — — 30,251

Total adjustments to GAAP other expense — — — 30,251

Total adjustments to GAAP income before income tax provision 106,557 83,612 412,115 344,703

Income tax effect of non-GAAP adjustments (26,159) (18,120) (96,532) (82,835)

Non-GAAP net income attributable to common stockholders - basic $ 1,202,262 $ 260,646 $ 2,511,425 $ 1,310,722

GAAP net income - basic $ 1,178,217 $ 195,154 $ 2,230,453 $ 1,048,854

Preferred stock dividends (13,088) — (13,088) —

Convertible notes interest charge, net of tax 18,022 75 71,960 5,726

Earnings re-allocated to participating securities for the impact of dilutive securities (38,417) — (19,202) —

GAAP net income attributable to common stockholders - diluted $ 1,144,734 $ 195,229 $ 2,270,123 $ 1,054,580

Non-GAAP net income attributable to common stockholders - basic $ 1,202,262 $ 260,646 $ 2,511,425 $ 1,310,722

Earnings allocated to participating securities 43,265 — 21,523 —

Convertible notes interest charge, net of tax 18,022 75 71,960 5,726

Earnings re-allocated to participating securities for the impact of dilutive securities (38,417) — (19,202) —

Non-GAAP net income attributable to common stockholders - diluted $ 1,225,132 $ 260,721 $ 2,585,706 $ 1,316,448

Weighted-average shares used in the calculation of net income per common share:

Basic - GAAP 613,484 597,627 601,806 593,665

Basic - Non-GAAP 613,484 597,627 601,806 593,665

Diluted - GAAP 705,001 624,671 697,348 628,402

Non-GAAP adjustment 16,280 13,663 14,875 11,768

Diluted - Non-GAAP 721,281 638,334 712,223 640,170

SUPER MICRO COMPUTER, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except per share amounts)

(unaudited)

Reconciliation of GAAP to Non-GAAP EPS:

Three Months Ended Year Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

GAAP net income per common share - basic $ 1.83 $ 0.33 $ 3.65 $ 1.77

Adjustments to GAAP:

Stock-based compensation 0.17 0.14 0.68 0.53

Loss on extinguishment of convertible notes - basic

— — — 0.05

Income tax (0.04) (0.03) (0.16) (0.14)

Non-GAAP net income per common share - basic $ 1.96 $ 0.44 $ 4.17 $ 2.21

GAAP net income per common share - diluted $ 1.62 $ 0.31 $ 3.26 $ 1.68

Adjustments to GAAP:

Stock-based compensation 0.13 0.13 0.54 0.48

Loss on extinguishment of convertible notes - diluted

— — — 0.04

Income tax (0.05) (0.03) (0.17) (0.14)

Non-GAAP net income per common share – diluted $ 1.70 $ 0.41 $ 3.63 $ 2.06

GAAP to Non-GAAP Effective Tax Rate:

Three Months Ended Year Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

GAAP effective tax rate

19.7 % 8.7 % 19.9 % 12.9 %

Total adjustments to GAAP provision to income tax

0.4 % 3.5 % 0.5 % 2.5 %

Non-GAAP effective tax rate

20.1 % 12.2 % 20.4 % 15.4 %

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Aug. 11, 2026

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SUPER MICRO COMPUTER, INC.

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980 Rock Avenue

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