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