0001209191-21-002392.txt : 20210106
0001209191-21-002392.hdr.sgml : 20210106
20210106201707
ACCESSION NUMBER: 0001209191-21-002392
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210104
FILED AS OF DATE: 20210106
DATE AS OF CHANGE: 20210106
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Venkataraman Swaminathan
CENTRAL INDEX KEY: 0001746127
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38598
FILM NUMBER: 21512568
MAIL ADDRESS:
STREET 1: 1299 ORLEANS DRIVE
CITY: SUNNYVALE
STATE: CA
ZIP: 94089
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
FISCAL YEAR END: 1231
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
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-01-04
0
0001664703
Bloom Energy Corp
BE
0001746127
Venkataraman Swaminathan
4353 NORTH FIRST STREET
SAN JOSE
CA
95134
0
1
0
0
EVP & CTO
Class A Common Stock
2021-01-04
4
M
0
23209
11.31
A
166655
D
Class A Common Stock
2021-01-04
4
M
0
22182
12.00
A
188837
D
Class A Common Stock
2021-01-04
4
M
0
20666
5.50
A
209503
D
Class A Common Stock
2021-01-04
4
C
0
40000
0.00
A
249503
D
Class A Common Stock
2021-01-04
4
S
0
106057
28.4991
D
143446
D
Class A Common Stock
2021-01-06
4
C
0
39345
0.00
A
182791
D
Class A Common Stock
2021-01-06
4
S
0
39345
30.3056
D
143446
D
Stock Option (Right to Buy Class B Common Stock)
24.00
2021-01-04
4
M
0
40000
0.00
D
2021-11-30
Class B Common Stock
40000
0
D
Stock Option (Right to Buy Class A Common Stock)
11.31
2021-01-04
4
M
0
23209
0.00
D
2029-02-14
Class A Common Stock
23209
29841
D
Stock Option (Right to Buy Class A Common Stock)
12.00
2021-01-04
4
M
0
22182
0.00
D
2029-07-15
Class A Common Stock
22182
28521
D
Stock Option (Right to Buy Class A Common Stock)
5.50
2021-01-04
4
M
0
20666
0.00
D
2029-11-10
Class A Common Stock
20666
41334
D
Stock Option (Right to Buy Class B Common Stock)
15.00
2021-01-06
4
M
0
39345
0.00
D
2028-07-23
Class B Common Stock
39345
93989
D
Class B Common Stock
2021-01-04
4
C
0
40000
0.00
A
Class A Common Stock
40000
0
D
Class B Common Stock
2021-01-06
4
C
0
39345
0.00
A
Class A Common Stock
39345
0
D
Sale of shares pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
The price reported represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $27.18 to $29.37 per share. Upon request by the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
The price reported represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.71 per share. Upon request by the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
The option is fully vested.
The option vested as to 25% of the shares on the 1-year anniversary of the grant date, and the remaining shares will vest in equal quarterly installments from such 1-year anniversary over the next three years, subject to the Reporting Person's continuous service to the Issuer through each vesting date.
The option vested as to 25% of the shares on the 1-year anniversary of February 15, 2019, and the remaining shares will vest in equal quarterly installments from such 1-year anniversary over the next three years, subject to the Reporting Person's continuous service to the Issuer through each vesting date.
If the stock price of the Issuer reaches $8 (calculated based on a 30-day average) on or before 11/22/2020, 1/3 of the options vest on 11/11/2020. If the stock price reaches $8 after 11/11/2020 but before 11/11/2024, 1/3 of the options vest on the date the share price reaches $8. If the stock price reaches $11 on or before 11/11/2021, 1/3 of the options vest on 11/11/2021. If the stock price reaches $11 after 11/11/2021 but before 11/11/2024, 1/3 of the options vest on the date the share price reaches $11. If the stock price reaches $14 on or before 11/11/2022, 1/3 of the options vest on 11/11/2022. If the stock price reaches $14 by 11/11/2022 but before 11/11/2024, 1/3 of the options vest on the date the price reaches $14. If the stock price does not reach $14 by 11/11/2024, 1/3 of the options shall be canceled. Any stock options that have not vested by 11/11/2024 shall be canceled.
The option vested in three equal annual installments commencing on the second year anniversary of July 24, 2018, followed by the third and fourth anniversaries, so that the entire grant is full vested on the 4th year anniversary of July 24, 2018, subject to the reporting person's continued service through each vesting date.
The Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis (a) at the option of the holder; 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 5th anniversary of July 27, 2018, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B Common Stock represent less than 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 of the Issuer to so convert all shares of Class B Common Stock, or (iv) immediately following the date of the death of KR Sridhar.
/s/ Shawn Soderberg, as attorney-in-fact
2021-01-06