X0202 SCHEDULE 13D/A 0001015650 XXXXXXXX LIVE 1 Ordinary Shares, par value $0.03 per share 07/27/2026 false 0001616533 G8232Y101 Penguin Solutions, Inc.

45800 Northport Loop West Fremont CA 94538

Mr. Kyoungseop Lee 82-2-6100-3611 65, Eulji-ro, Jung-gu Seoul M5 04539 0001015650 N SK Telecom Co., Ltd. WC N M5 6096103.90 0.00 6096103.90 0.00 6096103.00 N 10.3 OO The Convertible Preferred Shares of the Issuer (the Preferred Shares) are directly held by Astra AI Infra LLC, a special purpose vehicle established by SK Telecom Co., Ltd. to invest in the Issuer. SK Telecom Co., Ltd. may be deemed to have sole voting and dispositive power with respect to the Preferred Shares held by Astra AI Infra LLC. The number of Ordinary Shares into which the Preferred Shares may convert is calculated as of July 27, 2026, and is subject to adjustment, as described in the Certificate of Designation of the Preferred Shares, as amended or modified from time to time (the Certificate). The Preferred Shares are convertible into a number of the Issuer's Ordinary Shares to be determined at the time of conversion based on the Accumulated Stated Value (as defined in the Certificate) of the Preferred Shares, accumulated Compounded Dividends (as defined in the Certificate) and the Conversion Price (as defined in the Certificate). As of the date of issuance, the Accumulated Stated Value of the Preferred Shares was $200 million and the Conversion Price was $32.80784. The Accumulated Stated Value and the Conversion Price are subject to adjustment as described in Section 4 of the Certificate. The information set forth in Rows (7), (9), (11) and (13) is subject to the Investor Agreement described in Item 6 of this Schedule 13D. 0002048719 N Astra AI Infra LLC WC N DE 6096103.90 0.00 6096103.90 0.00 6096103.00 N 10.3 OO The number of Ordinary Shares into which the Preferred Shares may convert is calculated as of July 27, 2026, and is subject to adjustment, as described in the Certificate. The Preferred Shares are convertible into a number of the Issuer's Ordinary Shares to be determined at the time of conversion based on the Accumulated Stated Value (as defined in the Certificate) of the Preferred Shares, accumulated Compounded Dividends (as defined in the Certificate) and the Conversion Price (as defined in the Certificate). As of the date of issuance, the Accumulated Stated Value of the Preferred Shares was $200 million and the Conversion Price was $32.80784. The Accumulated Stated Value and the Conversion Price are subject to adjustment as described in Section 4 of the Certificate. The information set forth in Rows (7), (9), (11) and (13) is subject to the Investor Agreement described in Item 6 of this Schedule 13D. Ordinary Shares, par value $0.03 per share Penguin Solutions, Inc. 45800 Northport Loop West Fremont CA 94538 This Amendment No. 1 to Schedule 13D (this "Schedule 13D/A") amends and supplements the Schedule 13D originally filed on December 20, 2024 (the "Original Schedule 13D") and relates to the Ordinary Shares, $0.03 par value per share (the "Ordinary Shares") of Penguin Solutions, Inc. (the "Issuer"), which are issuable upon conversion of the Issuer's Convertible Preferred Shares, par value $0.03 per share (the "Preferred Shares"). Item 4 of the Original Schedule 13D is hereby amended and supplemented by the information contained in Item 6 of this Amendment No. 1, which is incorporated herein by reference. Item 5(c) of the Original Schedule 13D is hereby amended and supplemented as follows: On July 27, 2026, Astra entered into a Stock Transfer Agreement with SHIFTIX1 LLC ("Purchaser"), pursuant to which Astra has agreed to sell, assign and transfer all 200,000 Preferred Shares to SHIFTIX1 for an aggregate Purchase Price of $380,296,000, subject to the terms and conditions set forth in such Stock Transfer Agreement. Item 6 of the Original Schedule 13D is hereby amended and supplemented as follows. Stock Transfer Agreement. On July 27, 2026, Astra entered into a Stock Transfer Agreement with Purchaser, a Delaware limited liability company and wholly owned subsidiary of SK hynix Inc., pursuant to which Astra has agreed to sell, assign and transfer to Purchaser all of its right, title and interest in the 200,000 Preferred Shares subject to the terms and conditions thereof. The closing of the transactions contemplated by the Stock Transfer Agreement is subject to the satisfaction or waiver of customary conditions to closing, including regulatory approvals. At the closing, Astra will assign to Purchaser all of Astra's rights and obligations under the Investor Agreement with respect to the Preferred Shares, including Astra's board nomination rights, pro rata rights, consent rights and registration rights thereunder. The foregoing descriptions of the Stock Transfer Agreement and the Investor Agreement are not intended to be complete and are qualified in their entirety by reference to such agreements. A copy of the Stock Transfer Agreement is attached as Exhibit B hereto, and a copy of the Investor Agreement is filed as an exhibit to the Original 13D, each of which is incorporated herein by reference. A - Joint Filing Statement (filed as Exhibit A to the Original 13D and incorporated herein in its entirety by reference). Exhibit B Stock Transfer Agreement, dated as of July 27, 2026, by and between Astra AI Infra LLC and SHIFTIX1 LLC. SK Telecom Co., Ltd. /s/ Jong Suk Park 07/27/2026 Astra AI Infra LLC /s/ Jae Shin Lee 07/27/2026