C3.ai, Inc. — Director's Dealing 2021

Mar 11, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: C3.ai, Inc. (AI)
CIK: 0001577526
Period of Report: 2021-03-08

Reporting Person: SEWELL D BRUCE (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-08	Class A Common Stock	M	34986	$1.86	Acquired	34986	Direct
2021-03-08	Class A Common Stock	S	5302	$84.52	Disposed	29684	Direct
2021-03-08	Class A Common Stock	S	7684	$85.54	Disposed	22000	Direct
2021-03-08	Class A Common Stock	S	3800	$86.58	Disposed	18200	Direct
2021-03-08	Class A Common Stock	S	4300	$87.56	Disposed	13900	Direct
2021-03-08	Class A Common Stock	S	4100	$88.62	Disposed	9800	Direct
2021-03-08	Class A Common Stock	S	3200	$89.52	Disposed	6600	Direct
2021-03-08	Class A Common Stock	S	3000	$90.59	Disposed	3600	Direct
2021-03-08	Class A Common Stock	S	2800	$91.71	Disposed	800	Direct
2021-03-08	Class A Common Stock	S	800	$92.43	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-08	Stock Option (Right to Buy)	$1.86	M	34986	Disposed	2027-06-07	Class A Common Stock (34986)	Direct

Footnotes

F1: Represents weighted average sales price. The shares were sold at prices ranging from $84.01 to $85.00. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F2: Represents weighted average sales price. The shares were sold at prices ranging from $85.04 to $86.02. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F3: Represents weighted average sales price. The shares were sold at prices ranging from $86.10 to $87.08. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F4: Represents weighted average sales price. The shares were sold at prices ranging from $87.10 to $88.06. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F5: Represents weighted average sales price. The shares were sold at prices ranging from $88.12 to $89.11. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F6: Represents weighted average sales price. The shares were sold at prices ranging from $89.13 to $90.00. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F7: Represents weighted average sales price. The shares were sold at prices ranging from $90.19 to $91.10. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F8: Represents weighted average sales price. The shares were sold at prices ranging from $91.20 to $92.19. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F9: Represents weighted average sales price. The shares were sold at prices ranging from $92.20 to $92.73. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F10: Provided the Reporting Person remains a director of the Company and attends in person the regularly scheduled meeting of the Board during each fiscal quarter, commencing on May 10, 2017 (the "Vesting Commencement Date"), then 5% of the shares subject to the option shall vest on the last day of such fiscal quarter (the "Quarterly Shares") during the term of the option, provided, however, if the Reporting Person fails to attend any such regularly scheduled meeting, then vesting for the Quarterly Shares shall not occur and will be suspended (any such suspended Quarterly Shares being referred to collectively as the "Suspended Shares"). For any Suspended Shares, such shares shall vest only following the fifth anniversary of the applicable Vesting Commencement Date, if the Reporting Person satisfies the attendance requirements in subsequent periods.