Statement of Changes in Beneficial Ownership (4)
October 05 2020 - 06:55PM
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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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
*
Bull Thomas |
2. Issuer Name and Ticker or Trading Symbol
MongoDB, Inc.
[
MDB
]
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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) Principal Accounting Officer |
(Last)
(First)
(Middle)
C/O MONGODB, INC., 1633 BROADWAY, 38TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/1/2020 |
(Street)
NEW YORK, NY 10019
(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 | 10/1/2020 | | A(1) | | 283 | A | $0 | 17161 | D | |
Class A Common Stock | 10/2/2020 | | S(2) | | 486 | D | $224.47 | 16675 | D | |
Class A Common Stock | 10/2/2020 | | S(2) | | 22 | D | $229.96 (3) | 16653 | 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 |
Explanation of Responses: |
(1) | Represents shares of Class A common stock received upon the vesting of a portion of the performance-based restricted stock units ("RSUs") awarded to the Reporting Person on April 7, 2020 under the Issuer's annual bonus plan and 2016 Equity Incentive Plan, which vested based on the Issuer's satisfaction of certain performance criteria. In light of the performance-based vesting criteria of the RSUs, such shares were not previously reportable under Section 16. The remainder of the shares underlying the RSUs will be eligible for vesting on April 1, 2021. Each RSU represents the contingent right to receive one share of common stock of the Issuer. |
(2) | Represents the sale of shares of Class A common stock to satisfy the Reporting Person's tax withholding obligations in connection with (i) the non-reportable service-based vesting and settlement of restricted stock units and (ii) the performance-based vesting and settlement of the above-listed RSUs. |
(3) | The price reported is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from $229.50 to $230.32, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bull Thomas C/O MONGODB, INC. 1633 BROADWAY, 38TH FLOOR NEW YORK, NY 10019 |
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| Principal Accounting Officer |
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Signatures
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/s/ Sophie Hubscher, Attorney-in-Fact | | 10/5/2020 |
**Signature of Reporting Person | Date |
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