Statement of Changes in Beneficial Ownership (4)
October 18 2021 - 7:56PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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PATEL MUKESH |
2. Issuer Name and Ticker or Trading Symbol
SMART Global Holdings, Inc.
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SGH
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O SMART MODULAR TECHNOLOGIES, INC., 39870 EUREKA DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/14/2021 |
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(Street)
NEWARK, CA 94560
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Ordinary Shares | 10/14/2021 | | S | | 50000 | D | $51.9662 (1) | 106612 | I | Held through Invati Capital LLC |
| Ordinary Shares | 10/14/2021 | | S | | 9557 | D | $54.0071 (2) | 97055 | I | Held through Invati Capital LLC |
| Ordinary Shares | 10/15/2021 | | S | | 10443 | D | $53.556 (3) | 86612 | I | Held through Invati Capital LLC |
| Ordinary Shares | 10/18/2021 | | S | | 19773 | D | $51.088 (4) | 66839 | I | Held through Invati Capital LLC |
| Ordinary Shares | 10/18/2021 | | S | | 7186 | D | $52.0259 (5) | 59653 | I | Held through Invati Capital LLC |
| Ordinary Shares | | | | | | | | 25176 (6) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | This transaction was executed in multiple trades at prices ranging from $51.85 to $52.48. 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. |
| (2) | This transaction was executed in multiple trades at prices ranging from $54.00 to $54.11. 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. |
| (3) | This transaction was executed in multiple trades at prices ranging from $53.50 to $53.71. 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. |
| (4) | This transaction was executed in multiple trades at prices ranging from $51.00 to $51.50. 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. |
| (5) | This transaction was executed in multiple trades at prices ranging from $52.00 to $52.47. 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. |
| (6) | Includes Restricted Stock Units. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
PATEL MUKESH
C/O SMART MODULAR TECHNOLOGIES, INC.
39870 EUREKA DRIVE
NEWARK, CA 94560 | X |
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Signatures
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| /s/ Anne Kuykendall as attorney-in-fact for Mukesh Patel | | 10/18/2021 |
| **Signature of Reporting Person | Date |
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