SEC Form 4 · accession 0001441816-18-000142
MongoDB, Inc. · MDB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin P Ryan
Director
Period of report
Dec 10, 2018
Accepted (ET)
Dec 11, 2018 · 4:44 pm EST
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 StockF1 | Dec 10, 2018 | C | 20,000 | $0.00 | A | 23,133 | D | |
| Class A Common Stock | Dec 10, 2018 | G | 20,000 | $0.00 | D | 3,133 | 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 | — | Dec 10, 2018 | C | 20,000 | D | — | — | Class A Common Stock | 20,000 | 1,849,739 | D |
| Class B Common StockF2,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 970,166 | 970,166 | I |
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. 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.
- F2These shares are held by The Kevin P. Ryan 2012 Trust (the "Trust") for the benefit of the reporting person's children. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.