Super Micro Computer Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
$SMCI
Computer Manufacturing
Technology
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 26, 2026
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| Item 1.01 | Entry into a Material Definitive Agreement | ||||
Amendment to the Credit Agreement
On January 26, 2026, Super Micro Computer, Inc, a Delaware corporation (the “Company”) entered into Amendment #1 (the “Amendment”) to the Credit Agreement (as amended and as it may be restated, supplemented and/or otherwise modified from time to time, the “Credit Agreement”) dated December 29, 2025 by and among the Company as the lead borrower, the additional borrowers from time to time party thereto, the various financial institutions from time to time party thereto, as lenders, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (in such capacities, the “Administrative Agent”). Capitalized terms used in this Current Report on Form 8-K but not otherwise defined herein have the meanings given to them in the Amendment and/or the Credit Agreement. The Amendment modifies the Credit Agreement as follows:
Fiscal year date change
The Amendment modifies the Credit Agreement to correct references in the Credit Agreement to the Company’s fiscal year-end date from December 31 to June 30. Additionally, the references to December 31 in the representations made by the Company in the Credit Agreement have been corrected to June 30.
Initial Applicable Margin rate change
The Amendment further modifies the Credit Agreement by decreasing the initial Applicable Margin rate that is applicable to any Loans for the period immediately following the Closing Date through the third Business Day following the delivery of a Compliance Certificate for the first full Fiscal Quarter ending after the Closing Date from Pricing Level III (1.75% per annum for Term Benchmark Loans and 0.75% per annum for Base Rate Loans) to Pricing Level I (1.25% per annum for Term Benchmark Loans and 0.25% per annum for Base Rate Loans) for the period immediately following the Closing Date through the third Business Day following the delivery of a compliance certificate for the first fiscal quarter ending after the Closing Date.
Other than as modified pursuant to the Amendment, the Credit Agreement remains in full force and effect. The foregoing descriptions of the Amendment and the Credit Agreement do not purport to be complete and are qualified in their entirety by reference to, respectively, the full text of the Amendment, which is filed as Exhibit 10.1 hereto and incorporated herein by reference, and of the Credit Agreement, a copy of which was filed as Exhibit 10.1 to the Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission by the Company on January 2, 2026 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits | ||||
| (d) Exhibits | ||||||||
| Exhibit Number | Description | |||||||
| 10.1 | ||||||||
| 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: January 29, 2026 | By: | /s/ Charles Liang | ||||||||||||||||||||||||
| President, Chief Executive Officer and Chairman of the Board (Principal Executive Officer) | ||||||||||||||||||||||||||