Statement of Changes in Beneficial Ownership (4)
December 18 2018 - 5:36PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Reilly Thomas
|
2. Issuer Name
and
Ticker or Trading Symbol
Cloudera, Inc.
[
CLDR
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
CEO and President
|
(Last)
(First)
(Middle)
C/O CLOUDERA, INC., 395 PAGE MILL ROAD
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/15/2018
|
(Street)
PALO ALTO, CA 94304
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock
|
12/15/2018
|
|
M
(1)
|
|
16666
|
A
|
$0
|
221855
|
D
|
|
Common Stock
|
12/15/2018
|
|
M
(1)
|
|
18750
|
A
|
$0
|
240605
|
D
|
|
Common Stock
|
12/15/2018
|
|
M
(2)
|
|
25875
|
A
|
$0
|
266480
|
D
|
|
Common Stock
|
12/15/2018
|
|
M
(3)
|
|
20625
|
A
|
$0
|
287105
|
D
|
|
Common Stock
|
12/15/2018
|
|
F
(4)
|
|
40616
|
D
|
$12.34
|
246489
|
D
|
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. Code
(Instr. 8)
|
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
6. Date Exercisable and Expiration Date
|
7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
|
8. Price of Derivative Security
(Instr. 5)
|
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
|
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
|
11. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Restricted Stock Units
|
$0
(5)
|
12/15/2018
|
|
M
(1)
|
|
|
16666
|
(6)
|
(6)
|
Common Stock
|
16666
|
$0
|
83334
|
D
|
|
Restricted Stock Units
|
$0
(5)
|
12/15/2018
|
|
M
(1)
|
|
|
18750
|
(7)
|
(7)
|
Common Stock
|
18750
|
$0
|
168750
|
D
|
|
Restricted Stock Units
|
$0
(5)
|
12/15/2018
|
|
M
(2)
|
|
|
25875
|
(8)
|
(8)
|
Common Stock
|
25875
|
$0
|
51750
|
D
|
|
Restricted Stock Units
|
$0
(5)
|
12/15/2018
|
|
M
(3)
|
|
|
20625
|
(9)
|
(9)
|
Common Stock
|
20625
|
$0
|
268125
|
D
|
|
Explanation of Responses:
|
(1)
|
Vesting and release of restricted stock units ("RSUs") granted to the reporting person on June 15, 2017.
|
(2)
|
Vesting and release of RSUs granted to the reporting person on September 15, 2017.
|
(3)
|
Vesting and release of RSUs granted to the reporting person on March 23, 2018.
|
(4)
|
Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of on this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the settlement of vested RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.
|
(5)
|
Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.
|
(6)
|
The RSUs vested as to 1/12th of the total number of shares on June 15, 2017 and thereafter vested or will continue to vest as to 1/12th of the total number of RSUs in equal quarterly installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
|
(7)
|
The RSUs vested as to 1/16th of the total number of shares on June 15, 2017 and thereafter vested or will continue to vest as to 1/16th of the total number of RSUs in equal quarterly installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
|
(8)
|
The RSUs vested as to 1/8th of the total number of shares on September 15, 2017 and thereafter vested or will continue to vest as to 1/8th of the total number of RSUs in equal quarterly installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
|
(9)
|
The RSUs will vest as to 1/16th of the total number of shares on June 15, 2018 and thereafter will vest as to 1/16th of the total number of RSUs in equal quarterly installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Reilly Thomas
C/O CLOUDERA, INC.
395 PAGE MILL ROAD
PALO ALTO, CA 94304
|
|
|
CEO and President
|
|
Signatures
|
/s/ Thomas Reilly by Jay Wedge, Attorney-in-Fact
|
|
12/18/2018
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
|
**
|
Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
|
Cloudera (NYSE:CLDR)
Historical Stock Chart
From Aug 2024 to Sep 2024
Cloudera (NYSE:CLDR)
Historical Stock Chart
From Sep 2023 to Sep 2024