0001209191-20-047655.txt : 20200819 0001209191-20-047655.hdr.sgml : 20200819 20200819210326 ACCESSION NUMBER: 0001209191-20-047655 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191122 FILED AS OF DATE: 20200819 DATE AS OF CHANGE: 20200819 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DOERR L JOHN CENTRAL INDEX KEY: 0001032455 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38598 FILM NUMBER: 201118486 MAIL ADDRESS: STREET 1: C/O KLEINER PERKINS CAUFIELD & BYERS STREET 2: 2750 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Bloom Energy Corp CENTRAL INDEX KEY: 0001664703 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620] IRS NUMBER: 770565408 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 4353 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 408-543-1500 MAIL ADDRESS: STREET 1: 4353 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95134 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-11-22 0 0001664703 Bloom Energy Corp BE 0001032455 DOERR L JOHN 4353 NORTH FIRST STREET SAN JOSE CA 95134 1 0 0 0 Class A Common Stock 2019-11-22 4 C 0 1029791 0.00 A 7029791 I KPCB Holdings, Inc. as Nominee Class A Common Stock 2019-11-22 4 J 0 7029791 0.00 D 0 I KPCB Holdings, Inc. as Nominee Class A Common Stock 2019-11-22 4 J 0 4884244 0.00 A 4884244 I KPCB Holdings, Inc. as Nominee Class A Common Stock 2019-11-22 4 J 0 4884244 0.00 D 0 I KPCB Holdings, Inc. as Nominee Class A Common Stock 2019-12-19 4 J 0 12804 0.00 D 0 I By trust Class A Common Stock 32547 D Class A Common Stock 2110839 I By trust Class A Common Stock 32052 I By partnership Class A Common Stock 275918 I By trust Class A Common Stock 19255 I By trust Class A Common Stock 19255 I By trust Class B Common Stock 2019-11-22 4 C 0 1029791 0.00 D Class A Common Stock 1029791 7573804 I KPCB Holdings, Inc. as Nominee Class B Common Stock 2019-11-26 4 J 0 580160 0.00 D Class A Common Stock 580160 6993644 I KPCB Holdings, Inc. as Nominee 6% Convertible Notes 8.00 2020-04-20 4 P 0 10000000.00 10000000.00 A 2021-12-01 Class B Common Stock 1250000 10000000.00 I Foris Ventures, LLC 6% Convertible Notes 8.00 2020-08-13 4 C 0 10000000.00 0.00 D 2021-12-01 Class B Common Stock 1250000 0 I Foris Ventures, LLC Class B Common Stock 8.00 2020-08-13 4 C 0 1250000 0.00 A Class A Common Stock 1250000 1250000 I Foris Ventures, LLC 6% Convertible Notes 8.00 2020-08-13 4 C 0 6933525.00 0.00 D 2021-12-01 Class B Common Stock 866690 0 I KPCB Holdings, Inc. as Nominee Class B Common Stock 8.00 2020-08-13 4 C 0 866690 0.00 A Class A Common Stock 866690 7860334 I KPCB Holdings, Inc. as Nominee Conversion of a derivative security in accordance with its terms. All shares are held for convenience in the name of KPCB Holdings, Inc., as nominee, for the accounts of such individuals and entities who each exercise their own voting and dispositive control over such shares. KPCB IX Associates, LLC ("KPCB IX Associates"), is the general partner of Kleiner Perkins Caufield & Byers IX-A, L.P. ("KPCB IX-A") and Kleiner Perkins Caufield & Byers IX-B, L.P. ("KPCB IX-B"). KPCB X Associates, LLC("KPCB X Associates"), is the general partner of Kleiner Perkins Caufield & Byers X-A, L.P. ("KPCB X-A") and Kleiner Perkins Caufield & Byers X-B, L.P. ("KPCB X-B"). Brook Byers, L. John Doerr, Kevin Compton, Doug Mackenzie, Raymond Lane and Theodore Schlein, the managers of KPCB IX Associates, share voting and dispositive control over the shares held by KPCB IX-A and KPCB IX-B. Brook Byers, L. John Doerr, Kevin Compton, Doug Mackenzie, Raymond Lane and Theodore Schlein, the managers of KPCB X Associates, share voting and dispositive control over the shares held by KPCB X-A and KPCB X-B. Each manager of KPCB IX Associates and KPCB X Associates disclaims beneficial ownership of the shares held by KPCB IX-A, KPCB IX-B, KPCB X-A and KPCB X-B. Represents a pro-rata in-kind distribution of Class A Common Stock of the Issuer by KPCB IX-A and KPCB IX-B without consideration to their partners (the "Fund Distribution") and a change in the form of beneficial ownership for individuals and entities associated with Kleiner Perkins Caufield & Byers. Represents a change in the form of ownership from indirect to direct by virtue of the receipt of shares in the Fund Distribution. Represents a pro-rata in-kind distribution of Class A Common Stock of the Issuer by KPCB IX Associates without consideration to its members. Represents an in-kind distribution of Class A Common Stock of the Issuer by the Reporting Person as the trustor of LJD Trust IX. Held by the LJD Trust IX, of which the Reporting Person is the trustor. Held by Vallejo Ventures Trust, L. John and Ann Doerr, Trustees. Held by LJD Ventures II Partnership, of which the Reporting Person is a general partner. Held by The 1999 Portico Trust, of which the Reporting Person is a trustee. Held by The Hampton 1999 Trust dated May 25, 1999, of which the Reporting Person is a trustee. Held by The Austin 1999 Trust dated May 25, 1999, of which the Reporting Person is a trustee. The Class B Common Stock is convertible into the Issuer's Class A Common Stock on a 1-for-1 basis (a) at the holder's option; or (b) upon any transfer except certain permitted transfers. All the outstanding shares of Class B Common Stock will convert automatically into shares of Class A common stock upon the date that is the earliest to occur of (i) immediately prior to the close of business on the fifth anniversary of July 27, 2018, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B Common Stock represent less than five percent (5%) of the aggregate number of shares of Class A Common Stock and Class B Common Stock then outstanding, (iii) the date and time, or the occurrence of an event, specified in a written conversion election delivered by KR Sridhar to the Secretary of the Issuer or Chairman of the Issuer's Board to so convert all shares of Class B Common Stock, or (iv) immediately following the date of the death of KR Sridhar. Represents a pro-rata in-kind distribution of Class B Common Stock of the Issuer by KPCB IX Associates without consideration to its members. The outstanding principal and accrued interest on the 6% Convertible Notes due 2020 (the "6% Convertible Notes") will be convertible at any time at the option of the holders thereof into shares of Issuer's Class B Common Stock. The Reporting Person indirectly holds all of the membership interests in Foris Ventures, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. The number of Class B Common Stock shares reflects the principal as of August 13, 2020. Pursuant to the Amended and Restated Indenture dated April 20, 2020 governing the 6% Convertible Notes, the maturity date of the 6% Convertible Notes was extended from Demember 1, 2020 to December 1, 2021 and the conversion price was amended from $11.25 to $8.00. In addition, the interest rate was increased from 6.0% to 10.0% per annum, payable in cash. /s/ Shawn Soderberg, attorney-in-fact 2020-08-19