Statement of Changes in Beneficial Ownership (4)
April 26 2021 - 4:34PM
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
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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
*
Carpenter Michael J. |
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)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) PRES., GLBAL SALES & FLD OPS |
(Last)
(First)
(Middle)
C/O CROWDSTRIKE HOLDINGS, INC., 150 MATHILDA PLACE, SUITE 300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/22/2021 |
(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 | 4/22/2021 | | C | | 33027 | A | (1) | 218364 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 893 | D | $212.26 (3) | 217471 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 3407 | D | $213.44 (4) | 214064 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 3300 | D | $214.45 (5) | 210764 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 1300 | D | $215.64 (6) | 209464 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 4227 | D | $216.74 (7) | 205237 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 3352 | D | $217.60 (8) | 201885 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 2348 | D | $218.59 (9) | 199537 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 2200 | D | $219.60 (10) | 197337 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 4093 | D | $220.58 (11) | 193244 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 2707 | D | $221.64 (12) | 190537 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 3298 | D | $222.71 (13) | 187239 (2) | D | |
Class A common stock | 4/22/2021 | | S | | 1902 | D | $223.47 (14) | 185337 (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 |
Stock Options (Right to Buy) | $1.76 | 4/22/2021 | | M | | | 33027 | (15) | 2/4/2027 | Class B common stock | 33027 | $0 | 0 | D | |
Class B common stock | $0 | 4/22/2021 | | M | | 33027 | | (16) | (16) | Class A common stock | 33027 | $1.76 | 33027 | D | |
Class B common stock | $0 | 4/22/2021 | | C | | | 33027 | (16) | (16) | Class A common stock | 33027 | $0 | 0 | D | |
Explanation of Responses: |
(1) | The Class B common stock was converted 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) | These transactions were executed in multiple trades at prices ranging from $212.00 to $212.98. 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) | These transactions were executed in multiple trades at prices ranging from $213.01 to $214.00. 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) | These transactions were executed in multiple trades at prices ranging from $214.01 to $215.00. 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) | These transactions were executed in multiple trades at prices ranging from $215.12 to $216.11. 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) | These transactions were executed in multiple trades at prices ranging from $216.12 to $217.11. 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. |
(8) | These transactions were executed in multiple trades at prices ranging from $217.12 to $218.10. 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. |
(9) | These transactions were executed in multiple trades at prices ranging from $218.14 to $219.12. 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. |
(10) | These transactions were executed in multiple trades at prices ranging from $219.15 to $220.11. 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. |
(11) | These transactions were executed in multiple trades at prices ranging from $220.15 to $221.14. 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. |
(12) | These transactions were executed in multiple trades at prices ranging from $221.15 to $222.10. 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. |
(13) | These transactions were executed in multiple trades at prices ranging from $222.16 to $223.13. 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. |
(14) | These transactions were executed in multiple trades at prices ranging from $223.20 to $223.75. 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. |
(15) | The stock options are subject to an early exercise provision and are immediately exercisable. They were granted on February 4, 2017 and 25% vested on November 21, 2017, with 1/48 of the remaining stock options vesting monthly thereafter. |
(16) | 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. |
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 |
Carpenter Michael J. C/O CROWDSTRIKE HOLDINGS, INC. 150 MATHILDA PLACE, SUITE 300 SUNNYVALE, CA 94086 |
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| PRES., GLBAL SALES & FLD OPS |
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Signatures
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/s/ Remie Solano, as Attorney-in-Fact for Michael J. Carpenter | | 4/26/2021 |
**Signature of Reporting Person | Date |
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