0001664703-21-000092.txt : 20210520 0001664703-21-000092.hdr.sgml : 20210520 20210520182730 ACCESSION NUMBER: 0001664703-21-000092 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210512 FILED AS OF DATE: 20210520 DATE AS OF CHANGE: 20210520 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Griffiths Glen CENTRAL INDEX KEY: 0001863060 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38598 FILM NUMBER: 21945928 MAIL ADDRESS: STREET 1: 4353 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95134 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 3 1 wf-form3_162154962656555.xml FORM 3 X0206 3 2021-05-12 0 0001664703 Bloom Energy Corp BE 0001863060 Griffiths Glen 4353 NORTH FIRST STREET SAN JOSE CA 95134 0 1 0 0 EVP, Services Class A Common Stock 122297 D Stock Option (Right to Buy Class B Common Stock) 30.81 2025-02-11 Class B Common Stock 110000.0 D Stock Option (Right to Buy Class B Common Stock) 30.96 2026-10-02 Class B Common Stock 20000.0 D Stock Option (Right to Buy Class B Common Stock) 30.96 2027-07-20 Class B Common Stock 13333.0 D Stock Option (Right to Buy Class B Common Stock) 15.0 2028-07-23 Class B Common Stock 23334.0 D Stock Option (Right to Buy Class B Common Stock) 15.0 2028-07-23 Class B Common Stock 100000.0 D Stock Option (Right to Buy Class A Common Stock) 11.31 2029-02-14 Class A Common Stock 30946.0 D Stock Option (Right to Buy Class A Common Stock) 12.0 2029-07-15 Class A Common Stock 29577.0 D Stock Option (Right to Buy Class A Common Stock) 5.5 2029-11-10 Class A Common Stock 34667.0 D Restricted Stock Units Class A Common Stock 15474.0 D Restricted Stock Units Class A Common Stock 70000.0 D Restricted Stock Units Class A Common Stock 36379.0 D Performance Stock Units Class A Common Stock 29400.0 D The option is fully vested. 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. The option will vest 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 with the Issuer through each vesting date. Stock options vest as to 25% of the underlying shares on the one-year anniversary of February 15, 2019 and the remaining shares shall vest in equal quarterly increments from such one-year anniversary over the next three years, subject to the Reporting Person's continued service with the Issuer through each vesting date. Stock options vest 25% on the one-year anniversary of February 15, 2019, with the remaining options vesting in equal quarterly installments over a period of three years, subject to the Reporting Person's continued service with the Issuer through each vesting date. 50% of the stock options vest on November 11, 2021 and the remaining 50% vest on November 11, 2022, subject to the Reporting Person's continued service with the Issuer through each vesting date. The restricted stock units ("RSUs") vest as to 25% of the shares on the one-year anniversary of February 15, 2019 and the remaining shares shall vest in equal quarterly increments from such one-year anniversary over the next three years, subject to the Reporting Person's continued service with the Issuer through each vesting date. Each RSU represents a contingent right to receive one (1) share of the Class A Common Stock of the Issuer upon settlement. One-third of the RSUs will vest on June 15, 2021, and the remaining will vest in equal quarterly installments thereafter for two years. subject to the Reporting Person's continued service with the Issuer through each vesting date. RSUs shall vest over three years, with a third of the RSUs vesting on the one-year anniversary of the vesting commencement date, which is February 15, 2021, and the remaining shares vesting quarterly in 1/12th installments over the next two years, subject to the Reporting Person's continued service with the Issuer through each vesting date. Vested shares will be delivered to the Reporting Person beginning on or about January 1, 2026 pursuant to the terms of the Bloom Energy Corporation 2021 Deferred Compensation Plan. On June 12, 2020, the Reporting Person was granted a performance stock unit ("PSU") award for a target number of 30,000 shares of Class A common stock, subject to the achievement of certain financial performance criteria during the performance period. The Reporting Person fully met the performance criteria as determined by the Compensation Committee on February 11, 2021, which resulted in a payout of 1.47 times the target. The PSUs shall vest annually over three (3) years, with a third of the PSU vesting on February 15, 2021, another third on February 15, 2022 and the remaining third on February 15, 2023, subject to the Reporting Person's continued service with the Issuer through each vesting date. Each PSU represents a contingent right to receive one (1) share of the Class A Common Stock of the Issuer upon settlement. Exhibit 24.1 - Power of Attorney /s/ Shawn M. Soderberg, as attorney-in-fact 2021-05-20 EX-24 2 ex-24.htm EXHIBIT 24.1 - POWER OF ATTORNEY

Exhibit 24.1
POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Shawn M. Soderberg and Michael Post, and each of them, his true and lawful attorney-in-fact to:

(1)    execute for and on behalf of the undersigned, in the undersigned's capacity as a representative of Bloom Energy Corporation ("Company"), any and all Form 3, 4 or 5 reports required to be filed by the undersigned in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended ("Exchange Act"), and the rules thereunder with respect to transactions in securities of the Company;
(2)    do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 report and timely file such report with the U.S. Securities and Exchange Commission and any stock exchange or similar authority; and
(3)    take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney in-fact on behalf of the undersigned, pursuant to this Power of Attorney, shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his discretion.
The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that no such attorney in-fact, in serving in such capacity at the request of the undersigned, is hereby assuming, nor is the Company hereby assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Form 3, 4 or 5 reports with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the 20th day of May, 2021.


                            /s/ Glen Griffiths
                            Glen Griffiths