C3.ai, Inc. — Director's Dealing 2023

Jun 30, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: C3.ai, Inc. (AI)
CIK: 0001577526
Period of Report: 2023-06-27

Reporting Person: ABBO EDWARD Y (Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-06-27	Class A Common Stock	M	179191	$1.56	Acquired	508301	Direct
2023-06-27	Class A Common Stock	M	107143	$1.68	Acquired	615444	Direct
2023-06-27	Class A Common Stock	M	250000	$1.86	Acquired	865444	Direct
2023-06-27	Class A Common Stock	M	47874	$2.82	Acquired	913318	Direct
2023-06-27	Class A Common Stock	M	114190	$4.56	Acquired	1027508	Direct
2023-06-27	Class A Common Stock	M	80854	$4.56	Acquired	1108362	Direct
2023-06-27	Class A Common Stock	S	457585	$32.96	Disposed	650777	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-06-27	Stock Option (Right to Buy)	$1.56	M	179191	Disposed	2024-01-20	Class A Common Stock (179191)	Direct
2023-06-27	Stock Option (Right to Buy)	$1.68	M	107143	Disposed	2026-07-12	Class A Common Stock (107143)	Direct
2023-06-27	Stock Option (Right to Buy)	$1.86	M	250000	Disposed	2026-11-29	Class A Common Stock (250000)	Direct
2023-06-27	Stock Option (Right to Buy)	$2.82	M	47874	Disposed	2028-05-22	Class A Common Stock (47874)	Direct
2023-06-27	Stock Option (Right to Buy)	$4.56	M	114190	Disposed	2029-06-12	Class A Common Stock (114190)	Direct
2023-06-27	Stock Option (Right to Buy)	$4.56	M	80854	Disposed	2030-07-05	Class A Common Stock (80854)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	149577	Indirect
Class A Common Stock	149578	Indirect
Class A Common Stock	149578	Indirect

Footnotes

F1: Transaction pursuant to a previously established Rule 10b5-1 Plan dated March 22, 2023.

F2: Represents weighted average sales price. The shares were sold at prices ranging from $32.68 to $33.50. 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: The shares are held by the Abbo 2012 Children's Trust FBO Casey Cecile Abbo, of which the Reporting Person is trustee.

F4: The shares are held by the Abbo 2012 Children's Trust FBO Dana Lauren Abbo, of which the Reporting Person is trustee.

F5: The shares are held by the Abbo 2012 Children's Trust FBO Layla Grace Abbo, of which the Reporting Person is trustee.

F6: Fully vested.

F7: Due to rounding in connection with the reverse stock split, the total shares include 2 additional shares that was not originally reported on the Reporting Person's Form 3

F8: Twenty percent (20%) of the shares subject to the option grant vested on May 1, 2020, and the remaining eighty percent (80%) of 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.

F9: Twenty percent (20%) of the shares subject to the option grant vested on May 1, 2021, and the remaining eighty percent (80%) of 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.