C3.ai, Inc. — Director's Dealing 2020

Dec 8, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: C3.ai, Inc. (AI)
CIK: 0001577526
Period of Report: 2020-12-08

Reporting Person: CLEVELAND BRUCE A (Senior VP and CMO)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	30749	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$4.68	2029-11-12	Class A Common Stock (999999)		Direct
Series B* Convertible Preferred Stock	$		Class A Common Stock (25000)		Indirect
Series D Convertible Preferred Stock	$		Class A Common Stock (2333)		Indirect

Footnotes

F1: Twenty percent (20%) of the shares subject to the option grant vested on November 4, 2020, and the remaining eighty percent (80%) of each such grant vests on a monthly basis for the following four years, so long as the Reporting Person continues to provide services through such vesting dates.

F2: The shares of Series B Convertible Preferred Stock and Series D Convertible Preferred Stock are convertible into Class A Common Stock on a 1:1 basis and have no expiration date. Immediately upon the closing of the Issuer's initial public offering, all shares of Series B Convertible Preferred Stock and Series D Convertible Preferred Stock will be automatically converted into shares of Class A Common Stock.

F3: The shares are held by the Cleveland Family Trust, of which the Reporting Person is trustee.