UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934 

Release No. 91507 / April 8, 2021

ADMINISTRATIVE PROCEEDING

File No. 3-19927

In the Matter of

SUPER MICRO 

COMPUTER, INC.,

Respondent.

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ORDER APPROVING PLAN OF 

DISTRIBUTION

ADMINISTRATIVE PROCEEDING 

File No. 3-19928

In the Matter of

HOWARD HIDESHIMA,

Respondent.

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On August 25, 2020, the Commission issued an Order Instituting Cease-and-Desist 

Proceedings Pursuant to Section 8A of the Securities Act of 1933 and Section 21C of the 

Securities Exchange Act of 1934, Making Findings, and Imposing a Cease-and-Desist Order

(the “SMC Order”)1 against Super Micro Computer, Inc. (the “SMC”). In the SMC Order, the 

Commission found that that SMC, a producer of computer servers headquartered in California, 

engaged in improper accounting—prematurely recognizing revenue and understating expenses 

from at least fiscal year (“FY”) 2015 through FY 2017. As a result, SMC filed with the 

Commission materially misstated financial statements in its annual, quarterly and current reports 

during the period. 

 

1 Securities Act Rel. No. 10822 (Aug. 25, 2020).
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Also on August 25, 2020, in a related matter, the Commission issued a Corrected 

Order Instituting Cease-and-Desist Proceedings Pursuant to Section 21C of the Securities 

Exchange Act of 1934, Making Findings, and Imposing a Cease-and-Desist Order (“Hideshima 

Order”) against Howard Hideshima (“Hideshima”),2the former Chief Financial Officer of 

SMC. The Commission determined that Hideshima engaged in improper accounting and caused 

internal accounting controls failures, which resulted in SMC systematically prematurely 

recognizing and reporting revenue and understating expenses from at least FY 2015 through FY

2017. The Commission further determined that, from at least FY 2015 through FY 2017, 

Hideshima signed and/or approved annual, quarterly and current reports with the Commission that

contained materially misstated financial statements. 

As a result of the conduct described in the SMC Order and Hideshima Order 

(collectively, the “Orders”), the Commission ordered SMC to pay a civil money penalty of 

$17,500,000.00, and Hideshima to pay disgorgement of $260,844.00, prejudgment interest 

of $40,212.00, and a civil money penalty of $50,000.00, to the Commission. In the SMC 

Order, the Commission created a Fair Fund, pursuant to Section 308(a) of the Sarbanes-Oxley 

Act of 2002, so the collected civil penalty could be distributed to investors harmed by the 

conduct described in the Orders. In the Hideshima Order, the Commission also established 

a Fair Fund, pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002, and ordered it to 

be added to the Fair Fund established in the SMC Order, so the collected civil penalty, along 

with collected disgorgement and prejudgment interest, could be combined into one fund for 

distribution to investors harmed by the conduct described in the Orders.

The Fair Fund is comprised of the $17,851,056.00 paid by SMC and Hideshima, pursuant 

to the Orders, and has been deposited in an interest-bearing account at United States Department 

of Treasury's Bureau of the Fiscal Service (“BFS”).

The assets of the Fair Fund are subject to the continuing jurisdiction and control of the 

Commission. Interest and any additional funds received pursuant to Commission or Court order, 

agreement, or otherwise will be added to the Fair Fund for disbursement to investors in 

accordance with the Proposed Plan.

On February 3, 2021, the Secretary, pursuant to delegated authority, published a Notice 

of Proposed Plan of Distribution and Opportunity for Comment (the “Notice”)3 pursuant to Rule 

1103 of the Commission’s Rules on Fair Fund and Disgorgement Plans (“Commission’s 

Rules”).4 The Notice advised interested persons that they could obtain a copy of the Proposed 

Plan of Distribution (the “Proposed Plan”) from the Commission’s public website at 

http://www.sec.gov/litigation/fairfundlist.htm or by submitting a written request to Catherine 

Pappas, United States Securities and Exchange Commission, One Penn Center, 1617 JFK Blvd., 

Ste. 520, Philadelphia, PA 19103.

The Notice also advised that all persons desiring to comment on the Proposed Plan could 

submit their comments, in writing, no later than thirty (30) days from the publication of the 

 

2 Exchange Act Rel. No. 89657 (Aug. 25, 2020).

3

 Exchange Act Rel. No. 91046 (Feb. 3, 2021).

4

 17 C.F.R. § 201.1103.
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Notice (1) to the Office of the Secretary, United States Securities and Exchange Commission, 

100 F Street, NE, Washington, DC 20549-1090; (2) by using the Commission’s Internet 

comment form (http://www.sec.gov/litigation/admin.shtml); or (3) by sending an e-mail to rulecomments@sec.gov. The Commission received no comments on the Proposed Plan during the 

comment period. 

The Proposed Plan provides for the distribution of the Net Available Fair Fund5to

investors who purchased the Security during the Relevant Period and suffered an Eligible Loss 

Amount as calculated under the Methodology used in the Plan of Allocation. 

The Division of Enforcement now requests that the Commission approve the Proposed 

Plan. 

Accordingly, it is hereby ORDERED, pursuant to Rule 1104 of the Commission’s Rules,6

that the Proposed Plan is approved, and the approved Plan of Distribution shall be posted 

simultaneously with this order on the Commission’s website at www.sec.gov.

For the Commission, by the Division of Enforcement, pursuant to delegated authority.7

Vanessa A. Countryman

Secretary 

 

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 All capitalized terms used herein but not defined shall have the same meanings ascribed to them in the Proposed 

Plan.

6

 17 C.F.R. § 201.1104. 

7

 17 C.F.R. § 200.30-4(a)(21)(iv).