SEC Form 4 · accession 0001209191-18-027782

MULESOFT, INC · MULE

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

Reporting owner

Gregory George Schott

Officer — Chairman and CEO · Director

Period of report

May 1, 2018

Accepted (ET)

May 3, 2018 · 5:52 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	May 1, 2018	C	1,241,333	—	A	1,244,662	D
Class A Common Stock^F3	May 1, 2018	U	1,244,662	—	D	0	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Class B Common Stock^F1	—	May 1, 2018	C	1,241,333	D	—	—	Class A Common Stock	1,241,333	D
Employee Stock Option (right to buy)^F4	$0.2625	May 2, 2018	D	443,408	D	—	Sep 13, 2022	Class B Common Stock	443,408	D
Employee Stock Option (right to buy)^F5	$0.68	May 2, 2018	D	323,751	D	—	Dec 24, 2023	Class B Common Stock	323,751	D
Employee Stock Option (right to buy)^F6	$2.60	May 2, 2018	D	1,520,000	D	—	Feb 3, 2025	Class B Common Stock	1,520,000	D

Explanation of responses

F1Upon consummation of the tender offer (as described below), each share of tendered Class B common stock converted on a one-to-one basis into Class A common stock.
F2Includes 1,471 shares acquired under the Issuer's 2017 Employee Stock Purchase Plan on April 26, 2018 in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c).
F3Pursuant to the Agreement and Plan of Merger, dated as of March 20, 2018 (the "Merger Agreement"), by and among salesforce.com, inc. ("Salesforce"), Malbec Acquisition Corp. and the Issuer, each share of Class A common stock was tendered in exchange for (i) $36.00 in cash and (ii) 0.0711 of a share of Salesforce common stock, together with cash in lieu of any fractional shares of Salesforce common stock (the "Transaction Consideration"). Upon consummation of the tender offer and following the conversion of tendered shares of Class B common stock to Class A common stock on a one-to-one basis, the Reporting Person received Transaction Consideration of $44,807,832.00 in cash, 88,495 shares of Salesforce common stock and $56.77 in lieu of any fractional shares of Salesforce common stock.
F4Shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, the option was assumed by Salesforce and converted into an option to purchase 163,174 shares of Salesforce common stock at an exercise price of $0.72 per share.
F5Shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, the option was assumed by Salesforce and converted into an option to purchase 119,139 shares of Salesforce common stock at an exercise price of $1.85 per share.
F6The option vests in 48 equal monthly installments beginning on April 1, 2016. Pursuant to the Merger Agreement, the option was assumed by Salesforce and converted into an option to purchase 559,358 shares of Salesforce common stock at an exercise price of $7.07 per share.