SEC Form 4 · accession 0001179110-17-005243

MULESOFT, INC · MULE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

BROOKSIDE CAPITAL PARTNERS FUND LP

10% Owner

Bain Capital Public Equity Management, LLC

10% Owner

Brookside Capital Trading Fund, L.P.

10% Owner

Period of report

Mar 17, 2017

Accepted (ET)

Mar 30, 2017 · 3:59 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001374684

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1,F2	Mar 17, 2017	P	500,000	$17.00	A	500,000	I	See Footnotes
Class A Common Stock^F1,F2	Mar 17, 2017	P	203,082	$25.06	A	703,082	I	See Fotonotes

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series G Convertible Preferred Stock^F3,F1,F2	—	Mar 17, 2017	C	890,689	A	—	—	Class B Common Stock	890,689	0	I
Class B Common Stock^F4,F1,F2	—	Mar 17, 2017	C	890,689	A	—	—	Class A Common Stock	890,689	890,689	I

Explanation of responses

F1As of March 17, 2017, (a) 890,689 shares of Class B Common Stock of the Issuer were directly held by Brookside Capital Partners Fund, L.P. ("Partners Fund"), whose general partner is Brookside Capital Investors, L.P. ("Investors"), and (b) 703,082 shares of Class A Common Stock of the Issuer were held directly by Brookside Capital Trading Fund, L.P. ("Trading Fund"), whose general partner is Brookside Capital Investors II, L.P. ("Investors II"). Bain Capital Public Equity Management, LLC ("BCPEM") is the general partner of Investors and Investors II.
F2As of March 17, 2017, BCPEM may be deemed to share beneficial ownership of all 890,689 shares of Class B Common Stock held of record by Partners Fund and the 703,082 shares of Class A Common Stock held of record by Trading Fund, but disclaims beneficial ownership of such shares, except to the extent of its respective pecuniary interest therein.
F3Immediately prior to the completion of the Issuer's initial public offering, all shares of Series G Preferred Stock converted into shares of Class B Common Stock on a 1:1 basis and have no expiration date.
F4Each share of Common Stock was reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. Upon the closing of the Issuer's initial public offering, the Class B Common Stock will become convertible at the holder's election into Class A Common Stock on a 1-for-1 basis and have no expiration date. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except for certain transfers described in the Issuer's certificate of incorporation.