SEC Form 4 · accession 0000899243-19-000392

Hortonworks, Inc. · HDP

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

Reporting owner

Peter H Fenton

Director

Period of report

Jan 2, 2019

Accepted (ET)

Jan 3, 2019 · 9:48 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001610532

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Jan 2, 2019	A	11,920	$0.00	A	61,830	D
Common Stock^F4,F5	Jan 3, 2019	U	61,830	—	D	0	D
Common Stock^F4,F5,F2	Jan 3, 2019	U	302,697	—	D	0	I	By Benchmark Capital Partners VI, L.P.
Common Stock^F4,F5,F3	Jan 3, 2019	U	6,336,803	—	D	0	I	By Benchmark Capital Partners VII, L.P.
Common Stock^F2	holding	—	—		—	302,697	I	By Benchmark Capital Partners VI, L.P.
Common Stock^F3	holding	—	—		—	6,336,803	I	By Benchmark Capital Partners VII, L.P.

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1Exempt grant of restricted stock units under the Issuer's Amended and Restated 2014 Stock Option and Incentive Plan, which were accelerated in connection with the Merger (as defined below).
F2Shares held of record by Benchmark Capital Partners VI, L.P. ("BCP VI"), as nominee for BCP VI, Benchmark Founders' Fund VI, L.P. ("BFF VI"), Benchmark Founders' Fund VI-B, L.P. ("BFF VI-B") and related persons. Benchmark Capital Management Co. VI, L.L.C. ("BCMC VI"), the general partner of each of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole voting and investment power over such shares. Peter H. Fenton is a managing member of BCMC VI, which serves as general partner to BCP VI, BFF VI and BFF VI-B, and may be deemed to share voting and investment power over the shares beneficially held by such entities. Mr. Fenton and each such entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).
F3Shares held of record by Benchmark Capital Partners VII, L.P. ("BCP VII"), as nominee for BCP VII, Benchmark Founders' Fund VII, L.P. ("BFF VII"), Benchmark Founders' Fund VII-B, L.P. ("BFF VII-B") and related persons. Benchmark Capital Management Co. VII, L.L.C. ("BCMC VII"), the general partner of each of BCP VII, BFF VII and BFF VII-B, may be deemed to have sole voting and investment power over such shares. Peter H. Fenton is a managing member of BCMC VII, which serves as general partner to BCP VII, BFF VII and BFF VII-B, and may be deemed to share voting and investment power over the shares beneficially held by such entities. Mr. Fenton and each such entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).
F4On January 3, 2019, pursuant to the Agreement and Plan of Merger and Reorganization, dated as of October 3, 2018, by and among Cloudera, Inc. ("Cloudera"), Issuer, and Surf Merger Corporation ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving as a direct wholly-owned subsidiary of Cloudera (the "Merger"). Pursuant to the Merger, the Issuer's stockholders received the right to receive 1.305 shares of common stock, par value $0.00005 per share, of Cloudera (the "Merger Consideration") for each share of the Issuer's stock that they own.
F5(Continued from Footnote 4) Pursuant to the Merger, the Reporting Person disposed of all shares of Issuer common stock beneficially owned by it, including the 61,830 shares that were held directly by the Reporting Person, the 302,697 shares that were held directly by Benchmark Capital Partners VI, L.P., and the 6,336,803 shares that were held directly by Benchmark Capital Partners VII, L.P., and received the Merger Consideration for each share of Issuer common stock.