4//SEC Filing
Mercadante Paul 4
Accession 0000899243-19-019480
CIK 0001616533other
Filed
Jul 10, 8:00 PM ET
Accepted
Jul 11, 5:06 PM ET
Size
11.4 KB
Accession
0000899243-19-019480
Insider Transaction Report
Form 4
Mercadante Paul
Director
Transactions
- Award
Ordinary Shares
2019-07-09+44,183→ 44,183 total
Holdings
- 6,138,094(indirect: Held through Silver Lake Partners III Cayman (AIV III), L.P.)
Ordinary Shares
- 3,048,465(indirect: Held through Silver Lake Sumeru Fund Cayman, L.P.)
Ordinary Shares
- 37,119(indirect: Held through Silver Lake Technology Investors Sumeru Cayman, L.P.)
Ordinary Shares
- 33,077(indirect: Held through Silver Lake Technology Investors III Cayman, L.P.)
Ordinary Shares
Footnotes (10)
- [F1]In connection with the acquisition by SMART Global Holdings, Inc. (the "Issuer") of Inforce Computing, Inc. ("Inforce Computing") on July 9, 2019, pursuant to an Agreement and Plan of Merger, dated July 9, 2019 (the "Merger Agreement"), Mr. Mercadante became entitled to receive 44,183 Ordinary Shares of the Issuer in respect of his approximate 7% ownership interest in Inforce Computing, 37,544 Ordinary Shares of which were issued to Mr. Mercadante at the closing of the acquisition and an additional 6,639 Ordinary Shares ("Holdback Shares") of which may be issued to Mr. Mercadante on the date that is one year following the closing of the acquisition, which Holdback Shares were retained by the Issuer as security for post-closing purchase price adjustments and the indemnification obligations of certain shareholders of Inforce Computing under the Merger Agreement.
- [F10]This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, that Mr. Mercadante is the beneficial owner of any equity securities in excess of his pecuniary interest, and Mr. Mercadante disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any.
- [F2]These securities are held by Mr. Mercadante directly.
- [F3]These securities are directly held by Silver Lake Partners III Cayman (AIV III), L.P. ("SLP III Cayman").
- [F4]These securities are directly held by Silver Lake Technology Investors III Cayman, L.P. ("SLTI III Cayman").
- [F5]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.
- [F6]These securities are directly held by Silver Lake Sumeru Fund Cayman, L.P. ("SLS Cayman").
- [F7]These securities are directly held by Silver Lake Technology Investors Sumeru Cayman, L.P. ("SLTI Sumeru Cayman").
- [F8]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.").
- [F9]Mr. Mercadante serves as a director 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.
Documents
Issuer
SMART Global Holdings, Inc.
CIK 0001616533
Entity typeother
Related Parties
1- filerCIK 0001491157
Filing Metadata
- Form type
- 4
- Filed
- Jul 10, 8:00 PM ET
- Accepted
- Jul 11, 5:06 PM ET
- Size
- 11.4 KB