Statement of Changes in Beneficial Ownership (4)
November 25 2020 - 5:12PM
Edgar (US Regulatory)
FORM 4
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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
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Watzinger Gerhard |
2. Issuer Name and Ticker or Trading Symbol
CrowdStrike Holdings, Inc.
[
CRWD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O CROWDSTRIKE HOLDINGS, INC., 150 MATHILDA PLACE, SUITE 300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/23/2020 |
(Street)
SUNNYVALE, CA 94086
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A common stock | 11/23/2020 | | C | | 30000 | A | (1) | 31785 (2) | D | |
Class A common stock | 11/23/2020 | | S | | 7984 | D | $144.10 (3) | 23801 (2) | D | |
Class A common stock | 11/23/2020 | | S | | 4494 | D | $145.19 (4) | 19307 (2) | D | |
Class A common stock | 11/23/2020 | | S | | 10200 | D | $146.52 (5) | 9107 (2) | D | |
Class A common stock | 11/23/2020 | | S | | 7322 | D | $146.94 (6) | 1785 (2) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 |
Class B common stock | $0 | 11/23/2020 | | C | | | 30000 | (7) | (7) | Class A common stock | 30000 | $0 | 30000 (8) | D | |
Class B common stock | $0 | | | | | | | (7) | (7) | Class A common stock | 545000 | | 545000 | I | By Clavius Capital LLC (9) |
Explanation of Responses: |
(1) | Class B common stock convert into Class A common stock on a one-for-one basis. |
(2) | Includes shares to be issued in connection with the vesting of one or more restricted stock units ("RSUs"). |
(3) | This transaction was executed in multiple trades at prices ranging from $143.53 to $144.46. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(4) | This transaction was executed in multiple trades at prices ranging from $144.55 to $145.51. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(5) | This transaction was executed in multiple trades at prices ranging from $145.72 to $146.70. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(6) | This transaction was executed in multiple trades at prices ranging from $146.75 to $147.34. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(7) | Each share of Class B common stock is convertible at any time at the option of the Reporting Person into one share of Class A common stock and has no expiration date. All shares of Class B common stock will automatically convert into shares of Class A common stock upon the occurrence of certain specified events. |
(8) | All or a portion of the Class B common stock was issued in connection with the exercise of an unvested stock option subject to an early exercise provision, and as such, the unvested portion may be repurchased by the Company at the original exercise price paid by the Reporting Person for the shares. |
(9) | The Reporting Person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest in such shares. |
Remarks: All transactions were executed pursuant to a Rule 10b5-1 plan entered into by the Reporting Person. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Watzinger Gerhard C/O CROWDSTRIKE HOLDINGS, INC. 150 MATHILDA PLACE, SUITE 300 SUNNYVALE, CA 94086 | X |
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Signatures
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/s/ Remie Solano, as Attorney-in-Fact for Gerhard Watzinger | | 11/25/2020 |
**Signature of Reporting Person | Date |
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