3//SEC Filing
KLEINER PERKINS CAUFIELD & BYERS X A LP 3
Accession 0001209191-18-044126
CIK 0001664703other
Filed
Jul 25, 8:00 PM ET
Accepted
Jul 26, 9:51 PM ET
Size
30.5 KB
Accession
0001209191-18-044126
Insider Transaction Report
Form 3
Holdings
- (indirect: See Footnote)
8% Convertible Preferred Note
Exercise: $0.00→ Series G Convertible Preferred Stock (346,013 underlying) - (indirect: See Footnote)
Series E Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (275,452 underlying) - (indirect: See Footnote)
6% Convertible Note
Exercise: $0.00→ Class B Common Stock (358,530 underlying) - (indirect: See Footnote)
Series D Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (186,046 underlying) - (indirect: See Footnote)
Series A Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (8,850,000 underlying) - (indirect: See Footnote)
Series C Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (664,341 underlying) - (indirect: See Footnote)
Series F Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (125,989 underlying) - (indirect: See Footnote)
Series B Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (3,278,690 underlying) - (indirect: See Footnote)
Series G Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (260,536 underlying)
Holdings
- (indirect: See Footnote)
Series A Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (8,850,000 underlying) - (indirect: See Footnote)
Series G Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (260,536 underlying) - (indirect: See Footnote)
Series B Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (3,278,690 underlying) - (indirect: See Footnote)
Series C Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (664,341 underlying) - (indirect: See Footnote)
8% Convertible Preferred Note
Exercise: $0.00→ Series G Convertible Preferred Stock (346,013 underlying) - (indirect: See Footnote)
Series E Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (275,452 underlying) - (indirect: See Footnote)
Series D Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (186,046 underlying) - (indirect: See Footnote)
Series F Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (125,989 underlying) - (indirect: See Footnote)
6% Convertible Note
Exercise: $0.00→ Class B Common Stock (358,530 underlying)
Holdings
- (indirect: See Footnote)
Series C Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (664,341 underlying) - (indirect: See Footnote)
Series G Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (260,536 underlying) - (indirect: See Footnote)
Series B Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (3,278,690 underlying) - (indirect: See Footnote)
Series D Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (186,046 underlying) - (indirect: See Footnote)
8% Convertible Preferred Note
Exercise: $0.00→ Series G Convertible Preferred Stock (346,013 underlying) - (indirect: See Footnote)
Series E Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (275,452 underlying) - (indirect: See Footnote)
6% Convertible Note
Exercise: $0.00→ Class B Common Stock (358,530 underlying) - (indirect: See Footnote)
Series A Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (8,850,000 underlying) - (indirect: See Footnote)
Series F Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (125,989 underlying)
Holdings
- (indirect: See Footnote)
Series B Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (3,278,690 underlying) - (indirect: See Footnote)
Series G Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (260,536 underlying) - (indirect: See Footnote)
6% Convertible Note
Exercise: $0.00→ Class B Common Stock (358,530 underlying) - (indirect: See Footnote)
Series E Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (275,452 underlying) - (indirect: See Footnote)
Series A Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (8,850,000 underlying) - (indirect: See Footnote)
8% Convertible Preferred Note
Exercise: $0.00→ Series G Convertible Preferred Stock (346,013 underlying) - (indirect: See Footnote)
Series C Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (664,341 underlying) - (indirect: See Footnote)
Series D Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (186,046 underlying) - (indirect: See Footnote)
Series F Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (125,989 underlying)
KPCB X ASSOCIATES LLC
10% Owner
Holdings
- (indirect: See Footnote)
Series A Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (8,850,000 underlying) - (indirect: See Footnote)
Series C Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (664,341 underlying) - (indirect: See Footnote)
Series E Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (275,452 underlying) - (indirect: See Footnote)
Series F Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (125,989 underlying) - (indirect: See Footnote)
Series G Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (260,536 underlying) - (indirect: See Footnote)
8% Convertible Preferred Note
Exercise: $0.00→ Series G Convertible Preferred Stock (346,013 underlying) - (indirect: See Footnote)
6% Convertible Note
Exercise: $0.00→ Class B Common Stock (358,530 underlying) - (indirect: See Footnote)
Series B Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (3,278,690 underlying) - (indirect: See Footnote)
Series D Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (186,046 underlying)
KPCB IX ASSOCIATES LLC
10% Owner
Holdings
- (indirect: See Footnote)
Series A Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (8,850,000 underlying) - (indirect: See Footnote)
Series B Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (3,278,690 underlying) - (indirect: See Footnote)
Series C Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (664,341 underlying) - (indirect: See Footnote)
Series D Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (186,046 underlying) - (indirect: See Footnote)
Series F Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (125,989 underlying) - (indirect: See Footnote)
Series G Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (260,536 underlying) - (indirect: See Footnote)
6% Convertible Note
Exercise: $0.00→ Class B Common Stock (358,530 underlying) - (indirect: See Footnote)
Series E Convertible Preferred Stock
Exercise: $0.00→ Class B Common Stock (275,452 underlying) - (indirect: See Footnote)
8% Convertible Preferred Note
Exercise: $0.00→ Series G Convertible Preferred Stock (346,013 underlying)
Footnotes (16)
- [F1]The shares of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock, Series F Convertible Preferred Stock, and Series G Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder and will automatically convert into shares of Class B Common Stock in connection with the Issuer's initial public offering ("IPO").
- [F10]Consists of (a) 48,972 shares of Series F Convertible Preferred Stock held by KPCB IX-A; (b) 1,512 shares of Series F Convertible Preferred Stock held by KPCB IX-B; (c) 43,107 shares of Series F Convertible Preferred Stock held by KPCB X-A; (d) 1,216 shares of Series F Convertible Preferred Stock held by KPCB X-B; and (e) 31,182 shares of Series F Convertible Preferred Stock held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
- [F11]Consists of (a) 101,270 shares of Series G Convertible Preferred Stock held by KPCB IX-A; (b) 3,125 shares of Series G Convertible Preferred Stock held by KPCB IX-B; (c) 89,143 shares of Series G Convertible Preferred Stock held by KPCB X-A; (d) 2,514 shares of Series G Convertible Preferred Stock held by KPCB X-B; and (e) 64,484 shares of Series G Convertible Preferred Stock held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
- [F12]Upon the completion of the Issuer's IPO, the outstanding 8% Convertible Preferred Notes ("8% Notes") will mandatorily convert into Series G Convertible Preferred Stock. The shares of Series G Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder and will automatically convert into shares of Class B Common Stock in connection with the Issuer's IPO as a result of the automatic conversion of Issuer's outstanding preferred stock.
- [F13]The number of shares reflect both the principle and the interest accrued through July 24, 2018.
- [F14]Consists of (a) 134,495 shares of Series G Convertible Preferred Stock issuable upon conversion of the 8% Notes held by KPCB IX-A; (b) 4,152 shares of Series G Convertible Preferred Stock issuable upon conversion of the 8% Notes held by KPCB IX-B; (c) 118,389 shares of Series G Convertible Preferred Stock issuable upon conversion of the 8% Notes held by KPCB X-A; (d) 3,339 shares of Series G Convertible Preferred Stock issuable upon conversion of the 8% Notes held by KPCB X-B; and (e) 85,638 shares of Series G Convertible Preferred Stock issuable upon conversion of the 8% Notes held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
- [F15]Upon the completion of the Issuer's IPO, the outstanding principal and accrued interest on the 6% Convertible Notes ("6% Note) will be convertible at any time at the option of the holders thereof into shares of Issuer's Class B Common Stock.
- [F16]Consists of (a) 139,360 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB IX-A; (b) 4,302 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB IX-B; (c) 122,672 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB X-A; (d) 3,460 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB X-B; and (e) 88,736 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
- [F2]The Class B Common Stock is convertible into the Issuer's Class A Common Stock on a 1-for-1 basis (a) at the holder's option; 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 fifth anniversary of the closing of Issuer's IPO, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B Common Stock represent less than five percent (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 to so convert all shares of Class B Common Stock, or (iv) immediately following the date of the death of KR Sridhar.
- [F3]Consists of (a) 3,439,995 shares of Series A Convertible Preferred Stock held by Kleiner Perkins Caufield & Byers IX-A, L.P. ("KPCB IX-A"); (b) 106,200 shares of Series A Convertible Preferred Stock held by Kleiner Perkins Caufield & Byers IX-B, L.P. ("KPCB IX-B"); (c) 3,028,027 shares of Series A Convertible Preferred Stock held by Kleiner Perkins Caufield & Byers X-A, L.P. ("KPCB X-A"); (d) 85,403 shares of Series A Convertible Preferred Stock held by Kleiner Perkins Caufield & Byers X-B, L.P. ("KPCB X-B"); and (e) 2,190,375 shares of Series A Convertible Preferred Stock held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
- [F4]All shares are held for convenience in the name of KPCB Holdings, Inc., as nominee, for the accounts of such individuals and entities who each exercise their own voting and dispositive control over such shares.
- [F5]KPCB IX Associates, LLC ("KPCB IX Associates"), is the general partner of KPCB IX-A and KPCB IX-B. KPCB X Associates, LLC ("KPCB X Associates"), is the general partner of KPCB X-A and KPCB X-B. Brook Byers, L. John Doerr, Kevin Compton, Doug Mackenzie, Raymond Lane and Theodore Schlein, the managers of KPCB IX Associates, share voting and dispositive control over the shares held by KPCB IX-A and KPCB IX-B. Brook Byers, L. John Doerr, Kevin Compton, Doug Mackenzie, Raymond Lane and Theodore Schlein, the managers of KPCB X Associates, share voting and dispositive control over the shares held by KPCB X-A and KPCB X-B. Each manager of KPCB IX Associates and KPCB X Associates disclaims beneficial ownership of the shares held by KPCB IX-A, KPCB IX-B, KPCB X-A and KPCB X-B except to the extent of its pecuniary interest therein.
- [F6]Consists of (a) 1,274,427 shares of Series B Convertible Preferred Stock held by KPCB IX-A; (b) 39,344 shares of Series B Convertible Preferred Stock held by KPCB IX-B; (c) 1,121,804 shares of Series B Convertible Preferred Stock held by KPCB X-A; (d) 31,639 shares of Series B Convertible Preferred Stock held by KPCB X-B; and (e) 811,476 shares of Series B Convertible Preferred Stock held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
- [F7]Consists of (a) 258,229 shares of Series C Convertible Preferred Stock held by KPCB IX-A; (b) 7,972 shares of Series C Convertible Preferred Stock held by KPCB IX-B; (c) 227,305 shares of Series C Convertible Preferred Stock held by KPCB X-A; (d) 6,411 shares of Series C Convertible Preferred Stock held by KPCB X-B; and (e) 164,424 shares of Series C Convertible Preferred Stock held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
- [F8]Consists of (a) 72,317 shares of Series D Convertible Preferred Stock held by KPCB IX-A; (b) 2,233 shares of Series D Convertible Preferred Stock held by KPCB IX-B; (c) 63,655 shares of Series D Convertible Preferred Stock held by KPCB X-A; (d) 1,795 shares of Series D Convertible Preferred Stock held by KPCB X-B; and (e) 46,046 shares of Series D Convertible Preferred Stock held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
- [F9]Consists of (a) 107,068 shares of Series E Convertible Preferred Stock held by KPCB IX-A; (b) 3,306 shares of Series E Convertible Preferred Stock held by KPCB IX-B; (c) 94,245 shares of Series E Convertible Preferred Stock held by KPCB X-A; (d) 2,658 shares of Series E Convertible Preferred Stock held by KPCB X-B; and (e) 68,175 shares of Series E Convertible Preferred Stock held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
Documents
Issuer
Bloom Energy Corp
CIK 0001664703
Entity typeother
IncorporatedCA
Related Parties
1- filerCIK 0001118829
Filing Metadata
- Form type
- 3
- Filed
- Jul 25, 8:00 PM ET
- Accepted
- Jul 26, 9:51 PM ET
- Size
- 30.5 KB