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: Benchmark Capital Management Co. VII, L.L.C. (10% Owner)
Reporting Person: Benchmark Capital Partners VII, L.P. (10% Owner)
Reporting Person: Benchmark Founders' Fund VII, L.P. (10% Owner)
Reporting Person: Benchmark Founders' Fund VII-B, L.P. (10% Owner)
Reporting Person: Benchmark Capital Partners VII - Annex, L.P. (10% Owner)
Reporting Person: Cohler Matt (10% Owner)
Reporting Person: DUNLEVIE BRUCE (10% Owner)
Reporting Person: GURLEY J WILLIAM (10% Owner)
Reporting Person: HARVEY KEVIN (10% Owner)
Reporting Person: LASKY MITCHELL (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-10-10	Ordinary Shares	C	11083407	—	Acquired	11083407	Indirect
2018-10-10	Ordinary Shares	C	61125	—	Acquired	61125	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-10-10	Series A Convertible Preference Shares	$	C	9881423	Disposed		Ordinary Shares (9881423)	Indirect
2018-10-10	Series B Convertible Preference Shares	$	C	786218	Disposed		Ordinary Shares (786218)	Indirect
2018-10-10	Series C Convertible Preference Shares	$	C	415766	Disposed		Ordinary Shares (415766)	Indirect
2018-10-10	Series D Convertible Preference Shares	$	C	61125	Disposed		Ordinary Shares (61125)	Indirect

Footnotes

F1: The Series A 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 Series B 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.

F3: The Series C 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.

F4: The shares are held by Benchmark Capital Partners VII, L.P. ("BCP VII"), as nominee for BCP VII, Benchmark Founders' Fund VII, L.P. ("BFF VII"), Benchmark Founders' Fund VII-B, L.P. ("BFF VII-B") and related persons. Benchmark Capital Management Co. VII, L.L.C. ("BCMC VII"), the general partner of each of BCP VII, BFF VII and BFF VII-B, may be deemed to have sole voting and investment power over such shares. Matthew R. Cohler, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Mitchell H. Lasky, Steven M. Spurlock and Eric Vishria, the managing members of BCMC VII, may be deemed to share voting and investment power over these shares beneficially held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).

F5: 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.

F6: The shares are held by Benchmark Capital Partners VII - Annex, L.P. ("BCP - Annex"). BCMC VII, the general partner of BCP - Annex, may be deemed to have sole voting and investment power over such shares. Messrs. Cohler, Dunlevie, Fenton, Gurley, Harvey, Lasky, Spurlock and Vishria, the managing members of BCMC VII, may be deemed to share voting and investment power over these shares beneficially held by BCP - Annex. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).