Form Type: 4

SEC EDGAR Link
Accession Number:0001441816-20-000157
Date:2020-07-10
Issuer: MONGODB, INC. (MDB)
Original Submission Date:

Reporting Person:

KILLALEA PETER THOMAS
C/O MONGODB, INC.
1633 BROADWAY, 38TH FLOOR NEW YORK, NY 10019

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2020-06-11 J 42,687 a $0.00 46,877 direct
CLASS A COMMON STOCK 2020-07-10 A 325 a $202.02 47,202 direct
CLASS A COMMON STOCK 2020-07-10 A 891 a $0.00 48,093 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
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 ExercisableExpiration 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 42,687 (d) class a common stock 42,687 $0.00 0 direct
STOCK OPTION (RIGHT TO BUY) 6.5 2020-06-11 deemed execution date J 50,000 (d) 2025-12-03 class b common stock 50,000 $6.50 0 direct
STOCK OPTION (RIGHT TO BUY) 6.5 2020-06-11 deemed execution date J 50,000 (a) 2025-12-03 class a common stock 50,000 $6.50 50,000 direct
Footnotes
IDfootnote
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 represents fully vested shares issued to the reporting person who elected to receive stock in lieu of cash for services as a director under the issuer's non-employee director compensation policy. the number of shares was calculated based on the 60-day volume-weighted average share price on the date of issuance and the amount of fees owed to the reporting person.
f3 represents restricted stock units issued to the reporting person pursuant to the annual equity grant under the issuer's non-employee director compensation policy. each restricted stock unit represents a contingent right to receive one share of class a common stock of the issuer and has no expiration date. the shares underlying the restricted stock unit award shall vest in full on the earlier of (i) the first anniversary of the grant date and (ii) the date of the issuer's 2021 annual stockholders' meeting, subject to the reporting person providing continuous service to the issuer through such date.
f4 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.
f5 immediately exercisable and fully vested.
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