Statement of Changes in Beneficial Ownership (4)
June 17 2020 - 07:47PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
BEARDEN ROBERT G |
2. Issuer Name and Ticker or Trading Symbol
Cloudera, Inc.
[
CLDR
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O CLOUDERA, INC., 395 PAGE MILL ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/15/2020 |
(Street)
PALO ALTO, CA 94306
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security (Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code (Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock | 6/15/2020 | | M | | 40140 | A | (1) | 572902 | D | |
Common Stock | 6/15/2020 | | M | | 134702 | A | (1) | 707604 | D | |
Common Stock | 6/15/2020 | | F(2) | | 78855 | D | $11.60 | 628749 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Units (RSU) | (1) | 6/15/2020 | | M | | | 40140 | (3) | (3) | Common Stock | 40140 | $0.00 | 0 | D | |
Restricted Stock Units (RSU) | (1) | 6/15/2020 | | M | | | 134702 | (4) | (4) | Common Stock | 134702 | $0.00 | 1347024 | D | |
Explanation of Responses: |
(1) | Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's common stock upon settlement for no consideration. |
(2) | Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of on this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the settlement of vested RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes. |
(3) | The RSUs vested as to 100% of the total shares on June 15, 2020. |
(4) | Subject in each case to the Reporting Person remaining as the Chief Executive Officer on each vesting date, (i) 1/12th of the RSUs vest and settle on each of the first four quarterly anniversaries following December 15, 2019, and (ii) for periods after the first four quarterly vesting dates, 1/12th of the RSUs vest and settle on March 15, 2021 and on each of the seven following quarterly anniversaries thereof, subject to satisfaction of performance conditions. |
Reporting Owners
|
Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
BEARDEN ROBERT G C/O CLOUDERA, INC. 395 PAGE MILL ROAD PALO ALTO, CA 94306 | X |
| Chief Executive Officer |
|
Signatures
|
/s/ Robert G. Bearden, Jr. | | 6/17/2020 |
**Signature of Reporting Person | Date |
Cloudera (NYSE:CLDR)
Historical Stock Chart
From Feb 2024 to Mar 2024
Cloudera (NYSE:CLDR)
Historical Stock Chart
From Mar 2023 to Mar 2024