0000950103-21-005423.txt : 20210409 0000950103-21-005423.hdr.sgml : 20210409 20210409201059 ACCESSION NUMBER: 0000950103-21-005423 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210330 FILED AS OF DATE: 20210409 DATE AS OF CHANGE: 20210409 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pellegrino Thierry CENTRAL INDEX KEY: 0001855572 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38102 FILM NUMBER: 21819128 MAIL ADDRESS: STREET 1: C/O SMART MODULAR TECHNOLOGIES, INC. STREET 2: 39870 EUREKA DRIVE CITY: NEWARK STATE: CA ZIP: 94560 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: 0827 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 3 1 dp149230_3-pellegrino.xml FORM 3 X0206 3 2021-03-30 0 0001616533 SMART Global Holdings, Inc. SGH 0001855572 Pellegrino Thierry C/O SMART MODULAR TECHNOLOGIES, INC. 39870 EUREKA DRIVE NEWARK CA 94560 0 1 0 0 SVP, Pres. Spec. Computing Ordinary Shares 34009 D Represents restricted stock units ("RSUs") that will vest over approximately four years, with 25% of the total amount vesting on April 20, 2022, and the remainder vesting in twelve equal quarterly installments thereafter, all subject to the Reporting Person's continued service through each vesting date. /s/ Anne Kuykendall as attorney-in-fact for Thierry Pellegrino 2021-04-09 EX-24 2 dp149230_ex24.htm EXHIBIT 24

EXHIBIT 24

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Mark Adams, Ken Rizvi and Anne Kuykendall as the undersigned’s true and lawful attorneys-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned’s capacity as a reporting person pursuant to Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules thereunder of SMART Global Holdings, Inc. (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Exchange Act;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 and timely file such form with the United States Securities and Exchange Commission and stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of any of such attorneys-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by any of such attorneys-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as any of such attorneys-in-fact may approve in the discretion of any of such attorneys-in-fact.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that any of such attorneys-in-fact, or the substitute or substitutes of any of such attorneys-in-fact, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 9th day of April, 2021.

Signature:	/s/ Thierry Pellegrino
Print Name:	Thierry Pellegrino