0000899243-20-029047.txt : 20201022 0000899243-20-029047.hdr.sgml : 20201022 20201022172324 ACCESSION NUMBER: 0000899243-20-029047 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201020 FILED AS OF DATE: 20201022 DATE AS OF CHANGE: 20201022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHAH AJAY CENTRAL INDEX KEY: 0001008036 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38102 FILM NUMBER: 201255519 MAIL ADDRESS: STREET 1: 2775 SAND HILL ROAD, SUITE 100 CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SMART Global Holdings, Inc. CENTRAL INDEX KEY: 0001616533 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 981013909 STATE OF INCORPORATION: E9 FISCAL YEAR END: 0828 BUSINESS ADDRESS: STREET 1: 39870 EUREKA DRIVE CITY: NEWARK STATE: CA ZIP: 94560-4809 BUSINESS PHONE: (510) 623-1231 MAIL ADDRESS: STREET 1: 39870 EUREKA DRIVE CITY: NEWARK STATE: CA ZIP: 94560-4809 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-10-20 0 0001616533 SMART Global Holdings, Inc. SGH 0001008036 SHAH AJAY C/O SILVER LAKE, 2775 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 1 1 0 0 Executive Chairman Ordinary Shares 2020-10-20 4 F 0 4121 25.43 D 382950 D Ordinary Shares 2020-10-20 4 F 0 133863 25.14 D 249087 D Ordinary Shares 2020-10-20 5 G 0 E 165962 0.00 D 83125 D Ordinary Shares 2020-10-20 5 G 0 E 165962 0.00 A 536951 I See footnotes Ordinary Shares 6138094 I Held through Silver Lake Partners III Cayman (AIV III), L.P. Ordinary Shares 33077 I Held through Silver Lake Technology Investors III Cayman, L.P Ordinary Shares 3048465 I Held through Silver Lake Sumeru Fund Cayman, L.P. Ordinary Shares 37119 I Held through Silver Lake Technology Investors Sumeru Cayman, L.P. Reflects shares withheld from delivery by SMART Global Holdings, Inc. (the "Issuer") in connection with the satisfaction of tax withholding obligations upon vesting of a portion of the restricted stock units granted to Mr. Shah in May 2019 and the vesting of restricted ordinary shares and performance stock awards granted in May 2020, which the Issuer determined to fully vest on October 20, 2020. No shares were sold by Mr. Shah. The shares delivered or released upon vesting, along with certain other shares held directly by Mr. Shah were transferred by Mr. Shah to a trust for the benefit of Mr. Shah and his family. These securities are held by Mr. Shah directly. These securities are held through trusts for the benefit of Mr. Shah and his family. These securities are directly held by Silver Lake Partners III Cayman (AIV III), L.P. ("SLP III Cayman"). These securities are directly held by Silver Lake Technology Investors III Cayman, L.P. ("SLTI III Cayman"). Silver Lake Technology Associates III Cayman, L.P. ("SLTA III Cayman") is the general partner of SLP III Cayman and SLTI III Cayman. Silver Lake (Offshore) AIV GP III, Ltd. is the general partner of SLTA III Cayman. These securities are directly held by Silver Lake Sumeru Fund Cayman, L.P. ("SLS Cayman"). These securities are directly held by Silver Lake Technology Investors Sumeru Cayman, L.P. ("SLTI Sumeru Cayman"). Silver Lake Technology Associates Sumeru Cayman, L.P. ("SLTA Sumeru Cayman") is the general partner of SLS Cayman and SLTI Sumeru Cayman. SLTA Sumeru (GP) Cayman, L.P. ("SLTA Sumeru GP Cayman") is the general partner of SLTA Sumeru Cayman, and the general partner of SLTA Sumeru GP Cayman is Silver Lake Sumeru (Offshore) AIV GP, Ltd. ("SL Sumeru Offshore Ltd."). Mr. Shah serves as Executive Chairman of the Board of the Issuer, and as a director of SL Sumeru Offshore Ltd. and/or Silver Lake (Offshore) AIV GP III, Ltd. and may be deemed to beneficially own any securities beneficially owned by SL Sumeru Offshore Ltd. and/or Silver Lake (Offshore) AIV GP III, Ltd. but disclaims beneficial ownership of such securities, except to the extent of his pecuniary interest therein. This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, that Mr. Shah is the beneficial owner of any equity securities in excess of his pecuniary interest, and Mr. Shah disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any. /s/ Ajay Shah 2020-10-22