C3.ai, Inc. — Director's Dealing 2021

Mar 5, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: C3.ai, Inc. (AI)
CIK: 0001577526
Period of Report: 2021-02-23

Reporting Person: Snabe Jim H. (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	28000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$3.90	2028-10-16	Class A Common Stock (41667)		Direct
Stock Option (Right to Buy)	$11.16	2030-09-22	Class A Common Stock (541667)		Direct

Footnotes

F1: 1/60th of the grant vest at the end of each month starting September 25, 2018, so long as the Reporting Person continues to provide services through such vesting dates.

F2: 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 November 1, 2020 (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.