SEC Form 4 · accession 0002093326-26-000002
Gloo Holdings, Inc. · GLOO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Derek Todd Green
Director
Period of report
Jul 10, 2026
Accepted (ET)
Jul 10, 2026 · 5:05 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002069785
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Jul 10, 2026 | P | 615,384 | $3.25 | A | 865,384 | I | See footnote |
| Class A Common StockF3 | holding | — | — | — | 25,000 | 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 StockF2,F4 | — | holding | — | — | — | — | — | Class A Common Stock | 55,555 | 55,555 | I |
Explanation of responses
- F1On July 8, 2026, Gloo Holdings, Inc. (the "Issuer") entered into an underwriting agreement in connection with a firm commitment underwritten public offering (the "Offering"), which closed on July 10, 2026. HL American Investments LLC purchased 615,384 shares of the Issuer's Class A common stock in the Offering at the public offering price of $3.25 per share.
- F2Shares held of record by HL American Investments LLC. Mr. Green is the assistant vice president of investments of HL American Investments LLC and may be deemed to have beneficial ownership of the shares held of record by HL American Investments LLC.
- F3Represents an equal number of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock on the date it vests. One-half (1/2) of the RSUs will vest on the day of the first annual stockholder meeting following the grant date of the RSUs, or, if earlier, on the one-year anniversary of the grant date and one-half (1/2) of the RSUs will vest on the day of the second annual stockholder meeting following the grant date, or, if earlier, on the two-year anniversary of the grant date, subject to the Reporting Person continuing to be an Outside Director (as defined in the Issuer's Outside Director Compensation Policy) through each such vesting date.
- F4The Class B common stock is convertible at any time, at the holder's election, into Class A common stock on a 1:1 basis and has no expiration date.