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CrowdStrike Holdings, Inc. — Director's Dealing 2020
Apr 8, 2020
29839_dirs_2020-04-08_863266b8-bb59-478f-9645-f963160821a4.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: CrowdStrike Holdings, Inc. (CRWD)
CIK: 0001535527
Period of Report: 2020-04-06
Reporting Person: Warburg Pincus Private Equity X, L.P. (Director)
Reporting Person: Warburg Pincus X Partners, L.P. (Director)
Reporting Person: Warburg Pincus X, L.P. (Director)
Reporting Person: Warburg Pincus X GP L.P. (Director)
Reporting Person: WPP GP LLC (Director)
Reporting Person: Warburg Pincus Partners, L.P. (Director)
Reporting Person: Warburg Pincus Partners GP LLC (Director)
Reporting Person: WARBURG PINCUS & CO. (Director)
Reporting Person: WARBURG PINCUS LLC (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2020-04-06 | Class A Common Stock | C | 9690000 | — | Acquired | 9690000 | Direct |
| 2020-04-06 | Class A Common Stock | C | 310000 | — | Acquired | 310000 | Indirect |
| 2020-04-06 | Class A Common Stock | S | 9690000 | $57.51 | Disposed | 0 | Direct |
| 2020-04-06 | Class A Common Stock | S | 310000 | $57.51 | Disposed | 0 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2020-04-06 | Class B Common Stock | $ | C | 9690000 | Disposed | Class A Common Stock (9690000) | Direct | |
| 2020-04-06 | Class B Common Stock | $ | C | 310000 | Disposed | Class A Common Stock (310000) | Indirect |
Footnotes
F1: This Form 4 is filed on behalf of the Warburg Pincus Entities (as defined below). Following the transactions reported in this Form 4, Warburg Pincus Private Equity X, L.P., a Delaware limited partnership ("WPPE X"), is a holder of record of 16,912,653 shares of Class B Common Stock of the Issuer (the "Class B Common Stock"), having converted 9,690,000 shares of Class B Common Stock into an equal number of shares of Class A Common Stock of the Issuer (the "Class A Common Stock"), and sold such shares of Class A Common Stock, each on April 6, 2020.
F2: Following the transactions reported in this Form 4, Warburg Pincus X Partners, L.P., a Delaware limited partnership ("WPXP" and together with WPPE X, the "WPP Funds"), is a holder of record of 543,165 shares of Class B Common Stock, having converted 310,000 shares of Class B Common Stock into an equal number of shares of Class A Common Stock, and sold such shares of Class A Common Stock, each on April 6, 2020.
F3: Warburg Pincus X, L.P., a Delaware limited partnership ("WP X LP"), is the general partner of the WPP Funds. Warburg Pincus X GP L.P., a Delaware limited partnership ("WP X GP"), is the general partner of WP X LP. WPP GP LLC, a Delaware limited liability company ("WPP GP"), is the general partner of WP X GP. Warburg Pincus Partners, L.P., a Delaware limited partnership ("WP Partners"), is the managing member of WPP GP. Warburg Pincus Partners GP LLC, a Delaware limited liability company ("WP Partners GP"), is the general partner of WP Partners.
F4: Warburg Pincus & Co., a New York general partnership ("WP"), is the managing member of WP Partners GP. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), is the manager of the WPP Funds.
F5: Each of the WPP Funds, WP X LP, WP X GP, WPP GP, WP Partners, WP Partners GP, WP and WP LLC are collectively referred to herein as the "Warburg Pincus Entities."
F6: By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Warburg Pincus Entities and certain affiliates may be deemed to be beneficial owners of the Class A Common Stock and Class B Common Stock held collectively by the WPP Funds. The Warburg Pincus Entities and such affiliates disclaim beneficial ownership of such Class A Common Stock and Class B Common Stock except to the extent of their direct pecuniary interest therein. Each of the Warburg Pincus Entities is a director-by-deputization solely for purposes of Section 16 of the Exchange Act.
F7: Each share of Class B Common Stock is convertible at any time at the option of the Reporting Persons into one share of Class A Common Stock and has no expiration date. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain specified events.