SEC Form 4 · accession 0001209191-17-057888
MongoDB, Inc. · MDB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles M Hazard Jr.
Director · 10% Owner
Period of report
Oct 23, 2017
Accepted (ET)
Oct 24, 2017 · 6:17 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001441816
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Preferred StockF1,F3,F2 | — | Oct 23, 2017 | C | 5,089,898 | D | — | — | Class B Common Stock | 3,817,422 | 0 | I |
| Series C Preferred StockF1,F3,F4 | — | Oct 23, 2017 | C | 612,606 | D | — | — | Class B Common Stock | 459,454 | 0 | I |
| Series D Preferred StockF1,F3,F5 | — | Oct 23, 2017 | C | 605,190 | D | — | — | Class B Common Stock | 453,892 | 0 | I |
| Series E Preferred StockF1,F3,F6 | — | Oct 23, 2017 | C | 4,762 | D | — | — | Class B Common Stock | 3,572 | 0 | I |
| Class B Common StockF7,F8,F3 | — | Oct 23, 2017 | C | 4,734,340 | A | — | — | Class A Common Stock | 4,734,340 | 4,734,340 | I |
Explanation of responses
- F1Each share of Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock automatically converted into approximately 0.75 shares of Class B Common Stock immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- F23,808,261 of these shares are owned by Flybridge Capital Partners III, L.P. ("Flybridge Capital") and 9,161 of these shares are owned by Flybridge Network Fund III, L.P. ("Flybridge Network").
- F3The Reporting Person is one of three managing members of Flybridge Capital Partners GP III, LLC, the General Partner of each of Flybridge Capital and Flybridge Network and, as such, shares voting and dispositive power over the shares held by each of Flybridge Capital and Flybridge Network. The Reporting Person disclaims beneficical ownership of the shares owned by each of Flybridge Capital and Flybridge Network except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F4458,570 of these shares are owned by Flybridge Capital and 884 of these shares are owned by Flybridge Network.
- F5452,986 of these shares are owned by Flybridge Capital and 906 of these shares are owned by Flybridge Network.
- F63,563 of these shares are owned by Flybridge Capital and 9 of these shares are owned by Flybridge Network.
- F7Each 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. 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.
- F84,723,379 of these shares are owned by Flybridge Capital and 10,961 of these shares are owned by Flybridge Network.