Jack A. Pacheco - Jul 20, 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
Jul 20, 2023
Transactions value $
-$195,751
Form type
4
Date filed
7/24/2023, 08:11 PM
Previous filing
Jun 22, 2023
Next filing
Aug 23, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SGH Ordinary Shares Tax liability -$81.5K -3.14K -1.53% $26.00 202K Jul 20, 2023 Direct F1
transaction SGH Ordinary Shares Options Exercise $23K +2.5K +1.24% $9.20 205K Jul 20, 2023 Direct
transaction SGH Ordinary Shares Options Exercise $53.9K +5K +2.44% $10.78 210K Jul 20, 2023 Direct
transaction SGH Ordinary Shares Sale -$191K -7.5K -3.57% $25.48 202K Jul 20, 2023 Direct F2, F3

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 -2.5K -2.5% $0.00 97.5K Jul 20, 2023 Ordinary Shares 2.5K $9.20 Direct F4
transaction SGH Employee Stock Option (right to buy) Options Exercise $0 -5K -7.14% $0.00 65K Jul 20, 2023 Ordinary Shares 5K $10.78 Direct 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 Reflects shares surrendered to the Issuer to satisfy tax withholding obligations in connection with vesting of restricted share units. No shares were sold.
F2 The transactions reported herein were effected pursuant to a previously established Rule 10b5-1 Plan adopted by the reporting person on January 13, 2023.
F3 This transaction was executed in multiple trades at prices ranging from $25.24 to $25.84. 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 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.
F5 The option vested and became exercisable as to 25% on January 1, 2020, and the remaining shares vested and became exercisable over three years beginning January 1, 2020.