Penguin Solutions, Inc. — Director's Dealing 2018

Jan 6, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMART Global Holdings, Inc. (SGH)
CIK: 0001616533
Period of Report: 2018-01-05

Reporting Person: GOLDBERG BRUCE M (VP, Chief Legal Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-01-05	Ordinary Shares	M	2500	$2.64	Acquired	14190	Direct
2018-01-05	Ordinary Shares	S	1000	$35.02	Disposed	13190	Direct
2018-01-05	Ordinary Shares	S	1500	$36.26	Disposed	11690	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-01-05	Employee Stock Options (right to buy)	$2.64	M	2500	Disposed	2019-08-24	Ordinary Shares (2500)	Direct

Footnotes

F1: Includes restricted stock units.

F2: Shares sold pursuant to a previously established Rule 10b5-1 Plan.

F3: This is a weighted average sale price. Shares reported in each line item were sold in multiple transactions at prices in the following ranges, respectively: from $34.64 to $35.58; and from $35.89 to $36.53. 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 foregoing ranges.

F4: Fully vested and exercisable.