---
title: "SK hynix paid $377 million for 9.1% of Penguin Solutions at a strike 37% below its October 22 price"
description: "A Schedule 13D filed November 3 shows SK hynix paid $377 million for a 9.1 percent stake in Penguin Solutions with a $32.80784 conversion price, a 6 percent cumulative dividend and an automatic-conversion trigger set below where the stock already traded."
publisher: "The Inference"
section: "Deals"
published: 2026-11-03T17:01:24.073Z
modified: 2026-11-03T17:01:24.073Z
canonical: https://theinference.org/article/sk-hynix-paid-377-million-for-9-1-of-penguin-solutions-at-a-strike-37-below-its-october-22-price
language: en
keywords: "Deals, Chips, Memory, Data Center, Stake Purchases"
---

# SK hynix paid $377 million for 9.1% of Penguin Solutions at a strike 37% below its October 22 price

> A Schedule 13D filed November 3 shows SK hynix paid $377 million for a 9.1 percent stake in Penguin Solutions with a $32.80784 conversion price, a 6 percent cumulative dividend and an automatic-conversion trigger set below where the stock already traded.

The telling number in [SK hynix](https://theinference.org/markets/companies/sk-hynix)'s [Schedule 13D, filed November 3, 2026](https://www.sec.gov/Archives/edgar/data/2120882/000119312526444399/0001193125-26-444399-index.htm), is not the $377,162,666 it paid [1]. It is $32.80784 [1]. That is the price at which the 200,000 convertible preferred shares its subsidiary SHIFTIX1 bought from SK Telecom's Astra AI Infra vehicle on October 29 turn into common stock of [Penguin Solutions](https://theinference.org/markets/companies/penguin-solutions) [1].

Penguin shares [traded at $51.91 as recently as October 22](https://finance.yahoo.com/markets/stocks/articles/penguin-solutions-peng-stock-price-221411786.html), after a quarter in which sales rose 68 percent [1][2]. The conversion price sits roughly 37 percent below that [1][3]. SK hynix paid $1,885.81 per preferred share for the right to buy in near the floor [1][3].

*Chart: **SK hynix's strike sits 37% below where Penguin traded two weeks ago** Column chart comparing Penguin Solutions' October 22 share price, the preferred's conversion price and the automatic conversion trigger*

*Penguin shares closed at $51.91 on October 22; SK hynix's $32.80784 conversion price sits about 37 percent below, and the preferred converts automatically only if the 15-day VWAP clears about $49.21. Sources: SEC Schedule 13D, Nov 3, 2026; Yahoo Finance. [1][3]*

The filing, signed by SK hynix's head of investor relations, also shows what [the deal coverage a day earlier](https://www.bullished.co/sk-telecom-sells-all-of-its-penguin-solutions-stake-to-an-sk-hynix-unit-for-377-million-c4b4b3a0/) did not: a 6 percent cumulative dividend, payable quarterly in kind or in cash at Penguin's option, and a stake worth 9.1 percent of the company's common stock, or 6,096,103 shares against 60,616,641 outstanding [1].

## The preferred is a claim ahead of the common

The accumulated stated value of the preferred was $200 million as of October 29, and every 6 percent accrues ahead of common holders [1]. There is an escape hatch for Penguin: the preferred converts automatically after the second anniversary of December 13, 2026, on any date the 15-day volume-weighted average price exceeds 150 percent of the conversion price, about $49.21 [1].

Until then, SK hynix holds board nomination rights, participation rights on new issuances, and consent rights over Penguin's borrowing [1]. A standstill bars a takeover bid through the standstill term [1].

The company both sides are betting on builds and runs AI data centers; its Integrated Memory segment alone did $924.0 million in fiscal 2026 sales [3]. For a memory maker priced for shortage, a 9.1 percent entry into memory hardware at a fixed strike is cheap optionality [3]. Penguin shareholders carry the other side: a preferred class yielding 6 percent in front of them, and dilution near $49 a share [3]. Watch the VWAP, and watch whether Penguin pays that dividend in cash or in more shares.

## Takeaway

SK hynix paid $377 million for 9.1 percent of Penguin Solutions at a $32.80784 conversion strike 37 percent below the stock's October 22 price, with a 6 percent cumulative dividend ahead of common holders and automatic conversion only above about $49.21.

## Sources

1. [SEC EDGAR, Schedule 13D, SK hynix Inc. re Penguin Solutions, Inc., 3 November 2026](https://www.sec.gov/Archives/edgar/data/2120882/000119312526444399/0001193125-26-444399-index.htm)
2. [Yahoo Finance via search, Penguin Solutions (PENG) Stock Price Drops Despite Q4 Earnings Surge, 22 October 2026](https://finance.yahoo.com/markets/stocks/articles/penguin-solutions-peng-stock-price-221411786.html)
3. [Bullished, SK Telecom Sells All Of Its Penguin Solutions (PENG) Stake To An SK Hynix Unit For $377 Million, 3 November 2026](https://www.bullished.co/sk-telecom-sells-all-of-its-penguin-solutions-stake-to-an-sk-hynix-unit-for-377-million-c4b4b3a0/)


---

SK hynix paid $377 million for 9.1% of Penguin Solutions at a strike 37% below its October 22 price — The Inference. Canonical: https://theinference.org/article/sk-hynix-paid-377-million-for-9-1-of-penguin-solutions-at-a-strike-37-below-its-october-22-price