0001209191-18-043842.txt : 20180724 0001209191-18-043842.hdr.sgml : 20180724 20180724213139 ACCESSION NUMBER: 0001209191-18-043842 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180724 FILED AS OF DATE: 20180724 DATE AS OF CHANGE: 20180724 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SANDELL SCOTT D CENTRAL INDEX KEY: 0001237289 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38598 FILM NUMBER: 18967484 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: 1299 ORLEANS DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: 408-543-1500 MAIL ADDRESS: STREET 1: 1299 ORLEANS DRIVE CITY: SUNNYVALE STATE: CA ZIP: 94089 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2018-07-24 0 0001664703 Bloom Energy Corp BE 0001237289 SANDELL SCOTT D 1954 GREENSPRING DRIVE SUITE 600 TIMONIUM MD 21093 1 0 1 0 Series B Convertible Preferred Stock 0.00 Class B Common Stock 4527868 I See Note 3 Series C Convertible Preferred Stock 0.00 Class B Common Stock 1062944 I See Note 3 Series D Convertible Preferred Stock 0.00 Class B Common Stock 620155 I See Note 3 Series E Convertible Preferred Stock 0.00 Class B Common Stock 395815 I See Note 3 Series F Convertible Preferred Stock 0.00 Class B Common Stock 125989 I See Note 3 Series G Convertible Preferred Stock 0.00 Class B Common Stock 650631 I See Note 3 8% Convertible Preferred Notes 0.00 Series G Convertible Preferred Stock 346013 I See Note 3 6% Convertible Notes 0.00 2020-12-01 Class B Common Stock 358530 I See Note 3 The shares of Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock, Series F Convertible Preferred Stock, and Series G Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder and will automatically convert into shares of Class B Common Stock in connection with the Issuer's initial public offering ("IPO"). The Class B Common Stock is convertible into the issuer's Class A Common Stock on a 1-for-1 basis at the holder's option or upon any transfer except for certain permitted transfers. All the outstanding shares of our Class B common stock will convert automatically into shares of our 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 our 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 Reporting Person is a general partner of NEA Partners 10, Limited Partnership ("NEA Partners 10"), NEA Partners 10 is the sole general partner of New Enterprise Associates 10, Limited Partnership ("NEA 10"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 10 securities in which the Reporting Person has no pecuniary interest. Upon the completion of the Issuer's IPO, the outstanding 8% Notes will mandatorily convert into Series G convertible preferred stock. The shares of Series G Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder and will automatically convert into shares of Class B Common Stock in connection with the Issuer's IPO. The number of shares reflect both the principle and the interest accrued through July 24, 2018. Upon the completion of the Issuer's IPO, the outstanding principal and accrued interest on the 6% Notes will be convertible at any time at the option of the holders thereof into shares of Issuer's Class B common stock. /s/ Sasha Keough, attorney-in-fact 2018-07-24