SEC Form 4 · accession 0001209191-18-027846

MULESOFT, INC · MULE

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

Reporting owner

Ravi Mhatre

Director · 10% Owner

Period of report

May 1, 2018

Accepted (ET)

May 3, 2018 · 6:32 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	Apr 17, 2018	G	175,828	$0.00	D	0	D
Class A Common Stock^F1,F2	May 1, 2018	C	10,847,715	—	A	10,847,715	I	By Lightspeed Venture Partners VII, L.P.
Class A Common Stock^F3,F2	May 1, 2018	U	10,847,715	—	D	0	I	By Lightspeed Venture Partners VII, L.P
Class A Common Stock^F1,F4	May 1, 2018	C	3,171,808	—	A	3,171,808	I	By Lightspeed Venture Partners Select, L.P
Class A Common Stock^F5,F4	May 1, 2018	U	3,171,808	—	D	0	I	By Lightspeed Venture Partners Select, L.P
Class A Common Stock^F6,F7	May 1, 2018	U	945	—	D	0	I	By Mhatre Investments LP- Fund 4

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F2,F1	—	May 1, 2018	C	10,847,715	D	—	—	Class A Common Stock	10,847,715	0	I
Class B Common Stock^F4,F1	—	May 1, 2018	C	3,171,808	D	—	—	Class A Common Stock	3,171,808	0	I

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.
F2The shares are held of record by Lightspeed Venture Partners VII, L.P. ("Lightspeed VII"). Lightspeed Ultimate General Partner VII, Ltd. is the sole general partner of Lightspeed General Partner VII, L.P., which is the sole general partner of Lightspeed VII. The individual directors of Lightspeed Ultimate General Partner VII, Ltd. are Christopher J. Schaepe, Barry Eggers, Ravi Mhatre and Peter Nieh. Messrs. Schaepe, Eggers, Mhatre and Nieh disclaim their beneficial ownership of the shares except to the extent of their pecuniary interest therein.
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 $390,517,740.00 in cash, 771,272 shares of Salesforce common stock and $65.06 in lieu of any fractional shares of Salesforce common stock.
F4The shares are held of record by Lightspeed Venture Partners Select, L.P. ("Lightspeed Select"). Lightspeed Ultimate General Partner Select, Ltd. is the sole general partner of Lightspeed General Partner Select, L.P., which is the sole general partner of Lightspeed Select. The individual directors of Lightspeed Ultimate General Partner Select, Ltd. are Barry Eggers, Jeremy Liew, Ravi Mhatre, Peter Nieh and Christopher J. Schaepe. Messrs. Eggers, Liew, Mhatre, Nieh and Schaepe disclaim their beneficial ownership of the shares except to the extent of their pecuniary interest therein.
F5Pursuant to the Merger Agreement, each share of Class A common stock was tendered in exchange for 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 $114,185,088.00 in cash, 225,515 shares of Salesforce common stock and $66.55 in lieu of any fractional shares of Salesforce common stock.
F6Pursuant to the Merger Agreement, each share of Class A common stock was tendered in exchange for 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 $34,020.00 in cash, 67 shares of Salesforce common stock and $22.98 in lieu of any fractional shares of Salesforce common stock.
F7The shares are held of record by Mhatre Investments LP-Fund 4. Mr. Mhatre serves as trustee of the general partner of such entity.