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