0001104659-19-066770.txt : 20191122 0001104659-19-066770.hdr.sgml : 20191122 20191122215644 ACCESSION NUMBER: 0001104659-19-066770 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180724 FILED AS OF DATE: 20191122 DATE AS OF CHANGE: 20191122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KPCB X ASSOCIATES LLC CENTRAL INDEX KEY: 0001242712 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38598 FILM NUMBER: 191243306 MAIL ADDRESS: STREET 1: 2750 DANS HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KPCB IX ASSOCIATES LLC CENTRAL INDEX KEY: 0001111392 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38598 FILM NUMBER: 191243307 BUSINESS ADDRESS: STREET 1: 2750 SAND HILL RD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6502332750 MAIL ADDRESS: STREET 1: 2750 SAND HILL RD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KLEINER PERKINS CAUFIELD & BYERS X B LP CENTRAL INDEX KEY: 0001128699 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38598 FILM NUMBER: 191243308 BUSINESS ADDRESS: STREET 1: 2750 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KLEINER PERKINS CAUFIELD & BYERS IX A LP CENTRAL INDEX KEY: 0001093460 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38598 FILM NUMBER: 191243309 BUSINESS ADDRESS: STREET 1: 2750 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6502332750 MAIL ADDRESS: STREET 1: 2750 SAND HILL RD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KLEINER PERKINS CAUFIELD & BYERS IX B LP CENTRAL INDEX KEY: 0001093461 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38598 FILM NUMBER: 191243310 BUSINESS ADDRESS: STREET 1: 2750 SAND HILL ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6502332750 MAIL ADDRESS: STREET 1: 2750 SAND HILL RD CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KLEINER PERKINS CAUFIELD & BYERS X A LP CENTRAL INDEX KEY: 0001118829 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38598 FILM NUMBER: 191243311 BUSINESS ADDRESS: STREET 1: 2750 SAND HILL RD 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 3/A 1 tm1923787d1_3a.xml OWNERSHIP DOCUMENT X0206 3/A 2018-07-24 2018-07-26 0 0001664703 Bloom Energy Corp BE 0001242712 KPCB X ASSOCIATES LLC 2750 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001111392 KPCB IX ASSOCIATES LLC 2750 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001128699 KLEINER PERKINS CAUFIELD & BYERS X B LP 2750 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 0001093460 KLEINER PERKINS CAUFIELD & BYERS IX A LP 2750 SAND HILL RD MENLO PARK CA 94025 0 0 1 0 0001093461 KLEINER PERKINS CAUFIELD & BYERS IX B LP 2750 SAND HILL RD MENLO PARK CA 94025 0 0 1 0 0001118829 KLEINER PERKINS CAUFIELD & BYERS X A LP 2750 SAND HILL ROAD MENLO PARK CA 94025 0 0 1 0 6% Convertible Note 0 Class B Common Stock 1231400 I See Footnote Upon the completion of the Issuer's IPO, the outstanding principal and accrued interest on the 6% Convertible Notes ("6% Notes") will be convertible at any time at the option of the holders thereof into shares of Issuer's Class B Common Stock. 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 the closing of Issuer's IPO, (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 or Chairman of the Board to so convert all shares of Class B Common Stock, or (iv) immediately following the date of the death of KR Sridhar. The number of shares reflect both the principal and the interest accrued through July 24, 2018. The number of shares of Class B Common Stock that the 6% Notes are convertible into, as of the time of the filing, was incorrectly reported in the Reporting Persons' original Form 3 filed on July 26, 2018. This amended filing correctly reflects the number of shares of Class B Common Stock that the 6% Notes were convertible into through July 24, 2018. 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 KPCB IX-A and KPCB IX-B. KPCB X Associates, LLC ("KPCB X Associates"), is the general partner of KPCB X-A and 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 except to the extent of its pecuniary interest therein. Consists of (a) 478,645 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB IX-A; (b) 14,777 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB IX-B; (c) 421,324 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB X-A; (d) 11,883 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB X-B; and (e) 304,771 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by individuals and entities associated with Kleiner Perkins Caufield & Byers. /s/ Susan Biglieri, Chief Financial Officer of KPCB X Associates, LLC 2019-11-22 /s/ Susan Biglieri, Chief Financial Officer of KPCB IX Associates, LLC 2019-11-22 /s/ Susan Biglieri, Chief Financial Officer of KPCB IX Associates, LLC, General Partner of Kleiner Perkins Caufield & Byers IX-A, L.P. 2019-11-22 /s/ Susan Biglieri, Chief Financial Officer of KPCB IX Associates, LLC, General Partner of Kleiner Perkins Caufield & Byers IX-B, L.P. 2019-11-22 /s/ Susan Biglieri, Chief Financial Officer of KPCB X Associates, LLC, General Partner of Kleiner Perkins Caufield & Byers X-A, L.P. 2019-11-22 /s/ Susan Biglieri, Chief Financial Officer of KPCB X Associates, LLC, General Partner of Kleiner Perkins Caufield & Byers X-B, L.P. 2019-11-22