Jack A. Pacheco - 13 Jun 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
13 Jun 2023
Net transactions value
-$229,156
Form type
4
Filing time
15 Jun 2023, 16:45:20 UTC
Previous filing
23 May 2023
Next filing
22 Jun 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SGH Ordinary Shares Options Exercise $91,950 +10,000 +4.9% $9.20 215,511 13 Jun 2023 Direct
transaction SGH Ordinary Shares Options Exercise $53,900 +5,000 +2.3% $10.78 220,511 13 Jun 2023 Direct
transaction SGH Ordinary Shares Sale $375,006 -15,000 -6.8% $25.00 205,511 13 Jun 2023 Direct F1, F2

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 $0 -10,000 -8.9% $0.000000 102,500 13 Jun 2023 Ordinary Shares 10,000 $9.20 Direct F3
transaction SGH Employee Stock Option (right to buy) Options Exercise $0 -5,000 -6.2% $0.000000 75,000 13 Jun 2023 Ordinary Shares 5,000 $10.78 Direct F4, F5
* 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 This transaction was executed in multiple trades at prices ranging from $25.00 to $25.01. 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 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.
F4 The option vested and became exercisable as to 25% on January 1, 2020, and the remaining shares vest monthly and become exercisable over three years beginning January 1, 2020.
F5 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.