Penguin Solutions, Inc. — Director's Dealing 2018

Mar 20, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMART Global Holdings, Inc. (SGH)
CIK: 0001616533
Period of Report: 2018-03-15

Reporting Person: Marten Alan (Sr. VP, Chief Strategy Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-15	Ordinary Shares	M	8500	$41.5741	Acquired	96166	Direct
2018-03-15	Ordinary Shares	S	2206	$40.6786	Disposed	93960	Direct
2018-03-15	Ordinary Shares	S	4499	$41.7083	Disposed	89461	Direct
2018-03-15	Ordinary Shares	S	1795	$42.3385	Disposed	87666	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-15	Employee Stock Options (right to buy)	$2.64	M	8500	Disposed	2019-09-29	Ordinary Shares (8500)	Direct

Footnotes

F1: Shares sold pursuant to a previously established Rule 10b5-1 Plan.

F2: The price reported in Column 4 is a weighted average price. The reported securities were sold in multiple transactions within a one dollar price range, ranging in the aggregate from $40.10 to $42.58. 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 the ranges set forth in footnote (2) to this Form 4

F3: Fully vested and exercisable.

F4: Amount reflects correction of prior Form 4 filed on February 15, 2018, which inadvertently reported such exercise and sale as occurring with respect to this option but which was instead with respect to an option on 8,811 shares at the same strike price, but with an expiration date of 9/23/2018 (which was incorrectly reported on the reporting person's Form 3 as being with respect to 26,666 shares).