Jack A. Pacheco - 19 May 2023 Form 4 Insider Report for SMART Global Holdings, Inc. (PENG)

Signature
/s/ Anne Kuykendall as attorney-in-fact for Jack A. Pacheco
Issuer symbol
PENG
Transactions as of
19 May 2023
Net transactions value
-$150,000
Form type
4
Filing time
23 May 2023, 21:04:48 UTC
Previous filing
24 Apr 2023
Next filing
15 Jun 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SGH Ordinary Shares Options Exercise $45,975 +5,000 +2.4% $9.20 210,511 19 May 2023 Direct
transaction SGH Ordinary Shares Sale $100,000 -5,000 -2.4% $20.00 205,511 19 May 2023 Direct F1
transaction SGH Ordinary Shares Options Exercise $22,988 +2,500 +1.2% $9.20 208,011 22 May 2023 Direct
transaction SGH Ordinary Shares Sale $50,000 -2,500 -1.2% $20.00 205,511 22 May 2023 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SGH Employee Stock Option (right to buy) Options Exercise $45,975 -5,000 -4.2% $9.20 115,000 19 May 2023 Ordinary Shares 5,000 $9.20 Direct F2, F3
transaction SGH Employee Stock Option (right to buy) Options Exercise $22,988 -2,500 -2.2% $9.20 112,500 22 May 2023 Ordinary Shares 2,500 $9.20 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The transactions reported herein were effected pursuant to a previously established Rule 10b5-1 Plan adopted by the reporting person on January 13, 2023.
F2 The option vested and became exercisable as to 25% on March 12, 2021, and the remaining shares vest monthly and become exercisable over three years beginning March 12, 2021.
F3 On February 1, 2022, the Issuer paid a share dividend of one (1) ordinary share for every one (1) ordinary share owned to shareholders of record as of January 25, 2022. The numbers in this Form 4 have been adjusted for the share dividend, which was exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-9 thereunder.