0001140361-17-035985.txt : 20170919 0001140361-17-035985.hdr.sgml : 20170919 20170919213032 ACCESSION NUMBER: 0001140361-17-035985 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170427 FILED AS OF DATE: 20170919 DATE AS OF CHANGE: 20170919 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FRANKOLA JAMES CENTRAL INDEX KEY: 0001183231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38069 FILM NUMBER: 171093162 MAIL ADDRESS: STREET 1: C/O ARIBA INC STREET 2: 807 11TH AVE CITY: SUNNYVALE STATE: CA ZIP: 94089 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cloudera, Inc. CENTRAL INDEX KEY: 0001535379 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 262922329 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 1001 PAGE MILL ROAD, BUILDING 3 CITY: PALO ALTO STATE: CA ZIP: 94304 BUSINESS PHONE: 650 644 3950 MAIL ADDRESS: STREET 1: 1001 PAGE MILL ROAD, BUILDING 3 CITY: PALO ALTO STATE: CA ZIP: 94304 4 1 doc1.xml FORM 4 X0306 4 2017-04-27 0 0001535379 Cloudera, Inc. CLDR 0001183231 FRANKOLA JAMES C/O CLOUDERA, INC. 1001 PAGE MILL ROAD, BUILDING 3 PALO ALTO CA 94089 0 1 0 0 Chief Financial Officer Common Stock 2017-04-27 4 M 0 11875 0 A 563875 D Common Stock 2017-04-27 4 M 0 29250 0 A 593125 D Common Stock 2017-06-15 4 M 0 11875 0 A 605000 D Common Stock 2017-06-15 4 M 0 7312 0 A 612312 D Common Stock 2017-06-15 4 M 0 11250 0 A 623562 D Common Stock 2017-09-15 4 M 0 11875 0 A 635437 D Common Stock 2017-09-15 4 M 0 7313 0 A 642750 D Common Stock 2017-09-15 4 M 0 11250 0 A 654000 D Restricted Stock Units 0 2017-04-27 4 M 0 11875 0 D Common Stock 11875 83125 D Restricted Stock Units 0 2017-04-27 4 M 0 29250 0 D Common Stock 29250 87750 D Restricted Stock Units 0 2017-06-15 4 M 0 11875 0 D Common Stock 11875 71250 D Restricted Stock Units 0 2017-06-15 4 M 0 7312 0 D Common Stock 7312 80438 D Restricted Stock Units 0 2017-06-15 4 M 0 11250 0 D Common Stock 11250 168750 D Restricted Stock Units 0 2017-09-15 4 M 0 11875 0 D Common Stock 11875 59375 D Restricted Stock Units 0 2017-09-15 4 M 0 7313 0 D Common Stock 7313 73125 D Restricted Stock Units 0 2017-09-15 4 M 0 11250 0 D Common Stock 11250 157500 D Conversion of restricted stock units ("RSUs") that have vested into shares of the Issuer's Common Stock. The RSUs vest and are settled upon the satisfaction of both a service based requirement and a liquidity event requirement. The service based requirement was satisfied with respect to 1/8th of the total number of RSUs on March 15, 2017 and thereafter is satisfied with respect to 1/8th of the total number of RSUs in equal quarterly installments. The liquidity event requirement was satisfied on April 27, 2017, the effective date of the Issuer's initial public offering (the "IPO Date"). The RSUs vested on the IPO Date, June 15, 2017 and September 15, 2017, in accordance with the corresponding quarterly vesting schedule. Vested RSUs through September 15, 2017 will be settled in shares of the Issuer's Common Stock and delivered to the Reporting Person on a date to be determined by the Issuer's board of directors or an authorized committee thereof, which date is currently expected to be concurrent with the effective date of the offering described in the Form S-1 (File No. 333-220494), initially filed with the Securities and Exchange Commission on September 15, 2017. Subsequently thereafter, the RSUs will vest and be settled upon the satisfaction of the service based requirement in equal quarterly installments. Conversion of RSUs that have vested into shares of the Issuer's Common Stock. The RSUs vest and are settled upon the satisfaction of both a service based requirement and a liquidity event requirement. The service based requirement was satisfied with respect to 1/16th of the total number of RSUs on June 15, 2017 and thereafter is satisfied with respect to 1/16th of the total number of RSUs in equal quarterly installments. The liquidity event requirement was satisfied on the IPO Date. Conversion of RSUs that have vested into shares of the Issuer's Common Stock. The RSUs vest and are settled upon the satisfaction of both a service based requirement and a liquidity event requirement. The service based requirement was satisfied with respect to 1/16th of the total number of RSUs on June 15, 2016 and thereafter is satisfied with respect to 1/16th of the total number of RSUs in equal quarterly installments. The liquidity event requirement was satisfied on the IPO Date. The RSUs vested on June 15, 2017 and September 15, 2017, in accordance with the corresponding quarterly vesting schedule. Vested RSUs through September 15, 2017 will be settled in shares of the Issuer's Common Stock and delivered to the Reporting Person on a date to be determined by the Issuer's board of directors or an authorized committee thereof, which date is currently expected to be concurrent with the effective date of the offering described in the Form S-1 (File No. 333-220494), initially filed with the Securities and Exchange Commission on September 15, 2017. Subsequently thereafter, the RSUs will vest and be settled upon the satisfaction of the service based requirement in equal quarterly installments. Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration. /s/ James Frankola by Jay Wedge, Attorney-in-Fact 2017-09-19