Founders and control of Supermicro

analysisCharles Liang founded Supermicro in September 1993 and has been its President, Chief Executive Officer and Chairman of the Board since then, according to the company's March 2026 proxy statement. From July 1991 to August 1993 he was President and Chief Design Engineer of Micro Center Computer Inc., a motherboard design and manufacturing company. Liang holds the chairman and chief executive roles together; Supermicro's board and Governance Committee say this is appropriate because the board is relatively small and because he founded the company and has extensive industry experience, and the board has a lead independent director. In its fiscal 2024 annual report Supermicro stated that it had no succession plan for replacing Liang if that became necessary. ^{1 2}

analysisSara Liu, who is married to Charles Liang, co-founded Supermicro in September 1993 and serves as its Co-Founder, Senior Vice President and a director. Liu was Treasurer from the company's inception to May 2019, Chief Administrative Officer from October 1993 to May 2019 and Senior Vice President of Operations from May 2014 to February 2018; from 1985 to 1993 Liu held accounting and operational positions at several companies, including Micro Center Computer. SEC insider records list both founders as reporting owners in the capacities of director, 10 percent owner and officer: Charles Liang as President and CEO, with Supermicro the only issuer for which he files ownership reports, and Sara Liu, under the name Liu Liang Chiu-Chu Sara, as Senior VP and Treasurer. ^{1 3 4}

analysisA Taiwanese business magazine reported in February 2024 that when Charles Liang started Supermicro about 30 years earlier and lacked capital, his elder sister and younger brothers put in their savings or borrowed money to support him and so became original shareholders. That is a press account only: no filing reviewed lists Supermicro's founding shareholders, although the 2007 registration statement does state that Steve Liang, a brother of Charles Liang, beneficially owned about 4.5% of the shares before the initial public offering. ^{5 6}

analysisSupermicro's amended registration statement for its initial public offering, filed on January 18, 2007, showed 22,223,220 shares outstanding at December 31, 2006. Charles Liang and Chiu-Chu (Sara) Liang were each listed with the same 10,793,700 shares, or 48.6%: one family block that included options and shares in two grantor retained trusts of which Sara Liang was trustee. Yih-Shyan (Wally) Liaw held 3,766,874 shares (17.0%), Hwei-Ming (Fred) Tsai 500,000 (2.2%) and Alex Hsu 281,732 (1.3%), and the seven directors and executive officers together held 69.0%. The other holders above 5% included Tatung Company with 2,000,000 shares (9.0%), Chung-Chang (John) Tsai with 1,800,000 (8.1%) and Fei-Yi Kao with 1,200,000 (5.4%). ¹

analysisAccording to the 2007 registration statement, Wally Liaw's pre-IPO holding included 600,000 shares in a grantor retained trust of which his spouse was trustee, 600,000 shares in a grantor retained trust of which he was trustee and 1,760,000 shares in the Liaw Family Trust, of which he and his spouse were trustees. ¹

analysisA proxy statement gave the holdings at December 29, 2010. Charles Liang and Sara Liang were each listed with the same 10,329,135 shares (25.7%), a family block that included jointly held shares, the options of both spouses, shares held for their children and 71,000 shares held by the Green Earth Charitable Trust, of which Sara Liang was trustee. Liaw held 3,546,146 shares (9.2%) and Fred Tsai 449,687 (1.2%); the nine directors and executive officers held 35.8%, and the company knew of no other holder above 5%. ²

analysisSupermicro's annual report for fiscal 2017, filed in 2019, showed 49,881,914 shares outstanding at March 31, 2019, with Charles Liang and Sara Liu each listed with the same 8,330,684 shares (16.5%), their joint family block. At March 31, 2020 the block was 8,307,360 of 51,915,646 shares (15.8%), and at February 28, 2023, before the 2024 stock split, 7,665,216 shares (14.1%). The directors and executive officers as a group held 21.1% in 2019, 16.7% in 2020 and 14.5% in 2023. According to the fiscal 2019 annual report, the executive officers, directors, holders of 5% or more and their affiliated entities together beneficially owned 24.2% of the common stock, net of treasury stock, at November 30, 2019. ^{1 2 3 4}

analysisAt January 31, 2026, with 598,989,428 shares outstanding, Charles Liang and Sara Liu together beneficially owned 82,084,339 shares (13.4%): 40,426,120 shares held by Charles Liang, 607,399 held by Sara Liu, 25,672,520 held jointly and the options of both. At July 31, 2026, with 656,965,384 shares outstanding, they owned 81,772,121 shares (12.2%), including the same 40,426,120 shares held by Charles Liang, 634,384 held by Sara Liu, 25,332,520 held jointly and options exercisable within 60 days over 15,300,000 shares for Charles Liang and 72,313 for Sara Liu. The directors and executive officers as a group held 16.1% in January and 12.5% in July 2026. ^{5 6}

analysisWally Liaw held 1,721,895 shares (3.4%) at March 31, 2019, including 1,582,597 shares in the Liaw Family Trust, of which he and his spouse were trustees, and smaller holdings of family members. At January 31, 2026, when he was still a director, he beneficially owned 15,546,165 shares (2.6%), including 15,184,220 shares held by The Liaw Family Trust plus options and restricted stock units vesting within 60 days. ^{1 5}

analysisThe other holders above 5% changed over the period. In March 2019 Dimensional Fund Advisors was the only one, with 3,355,723 shares (6.7%). In March 2020 they were Disciplined Growth Investors with 5,095,039 shares (9.8%), Oaktree Capital Management with 3,469,505 (6.7%) and Empyrean with 2,759,821 (5.3%), and in February 2023 BlackRock with 5,457,942 (10.2%), The Vanguard Group with 5,083,962 (9.5%) and Disciplined Growth Investors with 4,510,871 (8.5%). In January 2026 The Vanguard Group reported 68,848,777 shares (11.5%) and BlackRock 41,338,350 (6.9%). The July 2026 table listed Jane Street Group with 56,635,790 shares (8.6%), BlackRock with 41,338,350 (6.3%), Capital Ventures International with 40,330,986 (6.1%), Vanguard Capital Management with 37,930,655 (5.8%) and Vanguard Portfolio Management with 32,934,329 (5.0%). ^{1 2 3 5 6}

analysisSupermicro's fiscal 2024 annual report describes two performance stock options granted to Charles Liang as Chief Executive Officer. The March 2021 award, over 10,000,000 shares, had fully vested by June 30, 2024 on operational and stock-price milestones. The November 2023 award, over 5,000,000 shares, vests in five tranches, each requiring a 60-trading-day average share price milestone, starting at $45.00 and rising to $110.00, and a revenue milestone; it assumes his continued employment as CEO or in a capacity agreed with the board, and $18.9 million of its compensation cost remained to be recognized over 2.5 years. ¹

analysisIn the related-person section of its fiscal 2023 annual report Supermicro disclosed that Sara Liu received total compensation of $9,353,127 in fiscal 2023, including an equity gain of $8,811,517 mainly from exercising stock options, in addition to salary and bonus. ²

analysisOn May 26, 2026 Sara Liu adopted a Rule 10b5-1 trading arrangement for the sale of up to 300,000 Supermicro shares, ending February 28, 2027. Form 4 reports then show sales from the family holdings: Charles Liang reported indirect sales of 42,565 and 57,435 shares on September 3 and 100,000 shares on September 4, 2026, and on October 7, 2026 Sara Liu sold 100,000 shares held directly, leaving 337,506 such shares, a sale Charles Liang reported as an indirect holding. After the October report Charles Liang held 40,426,120 shares directly. ^{3 4 5}