On August 29, 2022, SMART Global Holdings, Inc. and SMART Modular Technologies, Inc., a California corporation (the Co-Borrower" and, together with SGH, the Borrowers" and each, a Borrower"), entered into the First Amendment, with and among the lenders party thereto and Citizens Bank, N.A., as Administrative Agent (the Incremental Amendment"). The Incremental Amendment amends that certain Credit Agreement, dated as of February 7, 2022, by and among the Borrowers, the lenders party thereto and Citizens Bank, N.A., as Administrative Agent, Collateral Agent and an Issuing Bank (the Original Credit Agreement", and as amended by the Incremental Amendment, the Amended Credit Agreement"). The Incremental Amendment (i) provides for incremental term loans under the Amended Credit Agreement in an aggregate amount of $300 million (the Incremental Term Loans") which Incremental Term Loans are on the same terms as the term loans incurred under the Original Credit Agreement, (ii) increases the maximum First Lien Leverage Ratio (as defined in the Amended Credit Agreement) financial covenant from 3.00:1.00 to 3.25:1.00 and (iii) increases the aggregate amount of unrestricted cash and permitted investments netted from the definitions of Consolidated First Lien Debt and Consolidated Net Debt under the Amended Credit Agreement from $100 million to $125 million.

Substantially simultaneously with entering into the Incremental Amendment, the Borrowers applied a portion of the proceeds of the Incremental Term Loans to (i) finance a portion of the Closing Purchase Price (as defined below) and (ii) pay in full the $101.8 million outstanding under that certain Promissory Note, dated as of June 24, 2022, by and among CreeLED, Inc. and Wolfspeed, Inc., as holder. The Amended Credit Agreement matures on February 7, 2027. Loan interest will be based on a Total Leverage Ratio grid and will initially bear interest at the Term Secured Overnight Financing Rate (SOFR") plus 2.00% in accordance with SGH's existing pricing grid at the closing of the acquisition.