Elastic N.V. — Director's Dealing 2018

Oct 11, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Elastic N.V. (ESTC)
CIK: 0001707753
Period of Report: 2018-10-10

Reporting Person: BARRIS PETER J (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-10-10	Ordinary Shares	C	4155995	—	Acquired	4155995	Indirect
2018-10-10	Ordinary Shares	C	1528117	—	Acquired	1528117	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-10-10	Series C Convertible Preference Shares	$	C	4155995	Disposed		Ordinary Shares (4155995)	Indirect
2018-10-10	Series D Convertible Preference Shares	$	C	1528117	Disposed		Ordinary Shares (1528117)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Ordinary Shares	655522	Indirect
Ordinary Shares	13864	Indirect

Footnotes

F1: The Series C Convertible Preference Shares and the Series D Convertible Preference Shares automatically converted into Ordinary Shares on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering and had no expiration date.

F2: The Reporting Person is a director of NEA 14 GP, LTD, which is the sole general partner of NEA Partners 14, L.P. ("NEA Partners 14"). NEA Partners 14 is the sole general partner of New Enterprise Associates 14, L.P. ("NEA 14"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 14 shares in which the Reporting Person has no pecuniary interest.

F3: The Reporting Person is a manager of NEA 15 GP, LLC, ("NEA 15 GP") which is the sole general partner of NEA Partners 15-OF, L.P. ("NEA Partners 15-OF"). NEA Partners 15-OF is the sole general partner of NEA 15 Opportunity Fund, L.P. ("NEA Opportunity 15"), the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NEA Opportunity 15 in which the Reporting Person has no pecuniary interest.

F4: The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of New Enterprise Associates 13, L.P. ("NEA 13"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 13 shares in which the Reporting Person has no pecuniary interest.

F5: The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13. NEA Partners 13 is the sole general partner of NEA 13. NEA 13 is the sole member of nea:seed llc, which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the nea:seed llc shares in which the Reporting Person has no pecuniary interest.