Penguin Solutions, Inc. — Director's Dealing 2018

Aug 17, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMART Global Holdings, Inc. (SGH)
CIK: 0001616533
Period of Report: 2018-08-15

Reporting Person: Marten Alan (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-08-15	Ordinary Shares	M	8800	$11.55	Acquired	106466	Direct
2018-08-15	Ordinary Shares	S	7500	$28.95	Disposed	98966	Direct
2018-08-15	Ordinary Shares	S	500	$29.82	Disposed	98466	Direct
2018-08-15	Ordinary Shares	S	800	$30.62	Disposed	97666	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-08-15	Employee Stock Options (right to buy)	$11.55	M	8800	Disposed	2026-05-23	Ordinary Shares (8800)	Direct

Footnotes

F1: The transactions reported herein were effective pursuant to a Rule 10b5-1 Plan adopted by the reporting person on 10/24/2017 and modified on 4/17/2018.

F2: Includes 10,000 Ordinary Shares beneficially owned by the reporting person that were reported in the reporting person's Form 4 filing on 6/14/2018 but were inadvertently omitted from the reporting person's Form 4 filings on 6/19/2018 and 7/17/2018.

F3: The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $28.42 to $29.33. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

F4: The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $29.43 to $30.25. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

F5: The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $30.50 to $30.70. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

F6: Fully vested and exercisable.