SMCI Super Micro Computer, Inc.
Price Chart
Executive Summary
Super Micro Computer is offering $1.25 billion of common stock under a preliminary prospectus supplement filed June 10, 2026, concurrent with a $75 million depositary shares offering (mandatory convertible preferred) and a planned $2 billion ATM program. The combined proceeds are intended to fund component purchases to fulfill approximately $39 billion in AI server orders from over 20 customers received in recent weeks. The filing is preliminary with share counts and pricing left as placeholders, creating significant dilution overhang and execution risk given the concurrent transactions are not cross-conditioned.
Actionable Insight
Massive dilution event — up to ~21.5% of market cap in new equity/equity-linked securities. The $39B order book is non-binding and subject to cancellation. Monitor pricing of the common stock offering (likely at a discount to $40.64) and whether the depositary shares offering and ATM program close. The 60-day lock-up on insiders and company (except for ATM after FY2026 results) limits near-term secondary selling but does not cap dilution from the offerings themselves.
Key Facts
- Offering $1.25 billion of common stock (preliminary; share count and price TBD).
- Concurrent offering of 75 million depositary shares (1/20th interest in Series A Mandatory Convertible Preferred Stock) with 11.25 million over-allotment option.
- Planned $2 billion ATM program for common stock.
- Combined proceeds to fund component purchases for ~$39 billion in AI server orders from 20+ customers.
- Closing of this offering is NOT conditioned on the depositary shares offering or ATM program; each can close independently.
- Net tangible book value as of March 31, 2026 was $7.573 billion ($12.59 per share).
- Stock closed at $40.64 on June 9, 2026; market cap $24.4 billion.
- Shelf registration (S-3ASR) filed June 9, 2026, provided the base for this takedown.
Financial Impact
Up to $5.25 billion in combined new equity and equity-linked capital ($1.25B common + ~$1.5B preferred + $2B ATM), representing ~21.5% of current market cap at the high end.
Risk Factors
- Significant dilution from up to $5.25B in new equity/equity-linked securities.
- $39B order book is non-binding and subject to cancellation, delays, and fulfillment conditions.
- Concurrent offerings not cross-conditioned — one may close without the others, creating uncertainty.
- Ongoing SEC subpoena, DOJ grand jury subpoena, and BIS inquiries create regulatory overhang.
- Adverse opinion on internal controls over financial reporting as of June 30, 2025.
- Export control restrictions on AI/GPU products could limit ability to fulfill orders.
Market Snapshot
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 424B5 Filing (Primary) | 0001193125-26-265109 |
| Document: 0001193125-26-265109-index-headers.html | 0001193125-26-265109 |
| Document: 0001193125-26-265109-index.html | 0001193125-26-265109 |
| Document: 0001193125-26-265109.txt | 0001193125-26-265109 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
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Jun 12, 2026
today
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8-K
| $30.50 awaiting T+20 | awaiting T+20 | — | $30.46 (+0.13%) |
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Jun 12, 2026
today
|
424B5
| $31.55 awaiting T+20 | awaiting T+20 | — | $30.46 (+3.45%) |
|
Jun 10, 2026
2d ago
|
424B5
| $36.02 awaiting T+20 | awaiting T+20 | — | $30.46 (+15.44%) |
|
Jun 10, 2026
2d ago
|
424B5
| $36.11 awaiting T+20 | awaiting T+20 | — | $30.46 (+15.65%) |
|
Jun 9, 2026
3d ago
|
8-K
| $40.25 awaiting T+20 | awaiting T+20 | — | $30.46 (+24.32%) |
|
Jun 9, 2026
3d ago
|
S-3ASR
| $41.36 awaiting T+20 | awaiting T+20 | — | $30.46 (−26.35%) |
|
Apr 20, 2026
7w ago
|
8-K
| $28.43 $30.85 | ▲ +8.51% | ▲ +3.60% | $30.46 (+7.14%) |
|
Mar 3, 2026
14w ago
|
DEFA14A
| $32.65 $22.51 | ▼ −31.06% | ▼ −26.64% | $30.46 (−6.71%) |
|
Feb 28, 2026
15w ago
|
Institutional Cluster
| $31.83 $21.06 | ▼ −33.84% | ▼ −25.90% | $30.46 (−4.30%) |
US Market Status
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