Penguin Solutions, Inc. — Director's Dealing 2021

Aug 25, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SMART Global Holdings, Inc. (SGH)
CIK: 0001616533
Period of Report: 2021-08-20

Reporting Person: Pacheco Jack A (EVP, COO, Pres SMART Mem)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-08-20	Ordinary Shares	M	7500	$21.55	Acquired	97909	Direct
2021-08-20	Ordinary Shares	S	6856	$42.0409	Disposed	91053	Direct
2021-08-20	Ordinary Shares	S	644	$42.5707	Disposed	90409	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-08-20	Employee Stock Option (right to buy)	$21.55	M	7500	Disposed	2029-01-22	Ordinary Shares (7500)	Direct

Footnotes

F1: The transactions reported herein were effected pursuant to a previously established Rule 10b5-1 Plan adopted by the reporting person.

F2: This transaction was executed in multiple trades at prices ranging from $ 41.55 to $ 42.52. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: This transaction was executed in multiple trades at prices ranging from $ 42.55 to $ 42.58. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F4: 25% of the option vested and became exercisable on 1/22/2020, and the remaining shares vest monthly over three years thereafter.