Accession Number: | 0001441816-20-000122 |
Date: | 2020-06-24 |
Issuer: | MONGODB, INC. (MDB) |
Original Submission Date: |
MCMAHON JOHN DENNIS
C/O MONGODB, INC.
1633 BROADWAY, 38TH FLOOR
NEW YORK, NY 10019
Title of Security | Transaction Date | 2a. Deemed Execution Date | Transaction Code | Shares | Acquired or Disposed | Price per share | 5. Amount of Securities Beneficially Owned Following Reported Transaction | 6. Ownership Form Direct or Indirect | Nature of Indirect Ownership |
---|---|---|---|---|---|---|---|---|---|
CLASS A COMMON STOCK | 2020-06-11 | J | 10,750 | a | $0.00 | 40,621 | direct | ||
CLASS A COMMON STOCK | 2020-06-24 | M | 5,000 | a | $7.16 | 45,621 | direct | ||
CLASS A COMMON STOCK | 2020-06-24 | S | 5,000 | d | $217.10 | 40,621 | direct |
Title of Derivative Security | Conversion or Exercise Price of Derivative Security | Transaction Date | Deemed Execution Date | Transaction Code | Number of Derivative Securities Acquired (A) or Disposed of (D) | Date Exercisable | Expiration Date | Title and Amount of Securities Underlying Derivative Security | Price of Derivative Security | Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | Ownership Form: Direct (D) or Indirect (I) | Nature of Indirect Beneficial Ownership |
---|---|---|---|---|---|---|---|---|---|---|---|---|
CLASS B COMMON STOCK | 0.0 | 2020-06-11 | deemed execution date | J | 10,750 (d) | class a common stock 10,750 | $0.00 | 0 | direct | |||
STOCK OPTION (RIGHT TO BUY) | 7.16 | 2020-06-11 | deemed execution date | J | 50,000 (d) | 2026-10-05 | class b common stock 50,000 | $7.16 | 0 | direct | ||
STOCK OPTION (RIGHT TO BUY) | 7.16 | 2020-06-11 | deemed execution date | J | 50,000 (a) | 2026-10-05 | class a common stock 50,000 | $7.16 | 50,000 | direct | ||
STOCK OPTION (RIGHT TO BUY) | 7.16 | 2020-06-24 | deemed execution date | M | 5,000 (d) | 2026-10-05 | class a common stock 5,000 | $7.16 | 45,000 | direct |
ID | footnote |
---|---|
f1 | this does not represent an acquisition or disposition. it represents the automatic conversion on june 11, 2020 of each share of the issuer's class b common stock into one share of the issuer's class a common stock, which occurred when the outstanding class b common stock represented less than 10% of the aggregate number of shares of the issuer's then outstanding class a common stock and class b common stock, as set forth in the issuer's amended and restated certificate of incorporation. |
f2 | the price reported is a weighted average sales price. the shares were sold in multiple transactions at prices ranging from $217.00 to $217.81, 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. |
f3 | in connection with the automatic conversion described in footnote (1), outstanding options exercisable for class b common stock that were issued under the issuer's equity incentive plans remain unchanged, except that the underlying shares are now class a common stock. |
f4 | all shares underlying this option are immediately exercisable, subject to a repurchase right in the issuer's favor which lapses in accordance with the option's vesting schedule. 45,833 shares are vested. the remaining 4,167 shares shall vest in 4 equal monthly installments beginning on july 5, 2020, subject to the reporting person providing continuous service to the issuer on each such date. |