SEC Filing Summary: SMART Global Holdings, Inc.
Business Context and Reporting Period
This Form 8-K was filed by SMART Global Holdings, Inc. (SGH), a Cayman Islands exempted company, on August 22, 2022. The report details a corporate governance event regarding the appointment of a new independent director to the Board of Directors.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel changes and does not contain financial performance data.
Material Changes
The primary material change reported is the appointment of Mark Papermaster to the Board of Directors, effective August 22, 2022. This appointment was formalized via an offer letter dated August 12, 2022.
Management Commentary and Compensation
- Compensation: Mr. Papermaster will receive an annual cash compensation of $60,000 for his service as a director.
- Equity: He will receive an initial grant of restricted stock units (RSUs) under the Company's Amended and Restated 2017 Share Incentive Plan, determined by the Independent Director Compensation Policy.
- Additional Benefits: Compensation includes reimbursement for reasonable expenses and additional fees for committee service. He is also eligible for future RSU grants subject to Board approval.
- Legal: Mr. Papermaster entered into the Company's standard form of indemnification agreement.
Investor Verification Checklist
- Verify the specific number of RSUs granted to Mr. Papermaster in the Company's Independent Director Compensation Policy or subsequent filings.
- Review the attached press release (Exhibit 99.1) for additional context on Mr. Papermaster's background and qualifications.
- Confirm the impact of this appointment on the composition of Board committees, if applicable.