SEC Form 3 · accession 0001209191-17-057365
MongoDB, Inc. · MDB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carlos Delatorre
Officer — Chief Revenue Officer
Period of report
Oct 18, 2017
Accepted (ET)
Oct 18, 2017 · 6:59 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001441816
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | holding | — | — | — | 0 | D |
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 StockF1 | — | holding | — | — | — | — | — | Class A Common Stock | 95,000 | — | D |
| Employee Stock Option (Right to Buy)F2 | $6.50 | holding | — | — | — | — | Dec 4, 2024 | Class B Common Stock | 315,891 | — | D |
| Employee Stock Option (Right to Buy)F3 | $6.50 | holding | — | — | — | — | Apr 13, 2026 | Class B Common Stock | 200,000 | — | D |
Explanation of responses
- F1Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Upon the closing of the Issuer's sale of its Class A Common Stock in its firm commitment underwritten initial public offering pursuant to its registration statement on Form S-1 (File No. 333-220557) under the Securities Act of 1933, as amended, the Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation, and (ii) at such time as the outstanding shares of Class B common stock represent less than 10% of the aggregate number of shares of the Issuer's capital stock outstanding.
- F2All 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. 196,047 shares are vested. The remaining shares shall vest in 14 equal monthly installments beginning on November 4, 2017, subject to the Reporting Person providing continuous service to the Issuer on each such date.
- F3All 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. The shares underlying the option shall vest in 36 equal monthly installments beginning on May 13, 2018, subject to the Reporting Person providing continuous service to the Issuer on each such date.
Remarks
Exhibit List - Exhibit 24 - Power of Attorney