Jack A. Pacheco - Jun 13, 2023 Form 4 Insider Report for SMART Global Holdings, Inc. (SGH)

Role
EVP, COO, Pres, Mem Solutions
Signature
/s/ Anne Kuykendall as attorney-in-fact for Jack A. Pacheco
Stock symbol
SGH
Transactions as of
Jun 13, 2023
Transactions value $
-$229,156
Form type
4
Date filed
6/15/2023, 04:45 PM
Previous filing
May 23, 2023
Next filing
Jun 22, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SGH Ordinary Shares Options Exercise $92K +10K +4.87% $9.20 216K Jun 13, 2023 Direct
transaction SGH Ordinary Shares Options Exercise $53.9K +5K +2.32% $10.78 221K Jun 13, 2023 Direct
transaction SGH Ordinary Shares Sale -$375K -15K -6.8% $25.00 206K Jun 13, 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 -10K -8.89% $0.00 103K Jun 13, 2023 Ordinary Shares 10K $9.20 Direct F3
transaction SGH Employee Stock Option (right to buy) Options Exercise $0 -5K -6.25% $0.00 75K Jun 13, 2023 Ordinary Shares 5K $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.