MongoDB, Inc. — Director's Dealing 2017

Oct 25, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MongoDB, Inc. (MDB)
CIK: 0001441816
Period of Report: 2017-10-23

Reporting Person: SC US (TTGP), LTD. (10% Owner)
Reporting Person: SC U.S. VENTURE 2010 MANAGEMENT, L.P. (10% Owner)
Reporting Person: SEQUOIA CAPITAL U.S. VENTURE 2010 FUND, L.P. (10% Owner)
Reporting Person: Sequoia Capital U.S. Venture 2010 Partners Fund (Q), L.P. (10% Owner)
Reporting Person: Sequoia Capital U.S. Venture 2010 Partners Fund, L.P. (10% Owner)
Reporting Person: SCGF IV MANAGEMENT LP (10% Owner)
Reporting Person: SEQUOIA CAPITAL US GROWTH FUND IV LP (10% Owner)
Reporting Person: SEQUOIA CAPITAL USGF PRINCIPALS FUND IV LP (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-10-23	Series C Redeemable Convertible Preferred Stock	$	C	3681872	Disposed		Class B Common Stock (2761404)	Indirect
2017-10-23	Series C Redeemable Convertible Preferred Stock	$	C	404743	Disposed		Class B Common Stock (303557)	Indirect
2017-10-23	Series C Redeemable Convertible Preferred Stock	$	C	81699	Disposed		Class B Common Stock (61274)	Indirect
2017-10-23	Series D Redeemable Convertible Preferred Stock	$	C	287575	Disposed		Class B Common Stock (215681)	Indirect
2017-10-23	Series D Redeemable Convertible Preferred Stock	$	C	31468	Disposed		Class B Common Stock (23601)	Indirect
2017-10-23	Series D Redeemable Convertible Preferred Stock	$	C	6378	Disposed		Class B Common Stock (4783)	Indirect
2017-10-23	Series D Redeemable Convertible Preferred Stock	$	C	3294250	Disposed		Class B Common Stock (2470687)	Indirect
2017-10-23	Series D Redeemable Convertible Preferred Stock	$	C	145142	Disposed		Class B Common Stock (108856)	Indirect
2017-10-23	Series E Redeemable Convertible Preferred Stock	$	C	840325	Disposed		Class B Common Stock (630243)	Indirect
2017-10-23	Series E Redeemable Convertible Preferred Stock	$	C	37024	Disposed		Class B Common Stock (27768)	Indirect
2017-10-23	Series F Redeemable Convertible Preferred Stock	$	C	572704	Disposed		Class B Common Stock (286352)	Indirect
2017-10-23	Series F Redeemable Convertible Preferred Stock	$	C	25233	Disposed		Class B Common Stock (12616)	Indirect
2017-10-23	Class B Common Stock	$	J	2977085	Acquired		Class A Common Stock (2977085)	Indirect
2017-10-23	Class B Common Stock	$	J	327158	Acquired		Class A Common Stock (327158)	Indirect
2017-10-23	Class B Common Stock	$	J	66057	Acquired		Class A Common Stock (66057)	Indirect
2017-10-23	Class B Common Stock	$	J	3387282	Acquired		Class A Common Stock (3387282)	Indirect
2017-10-23	Class B Common Stock	$	J	149240	Acquired		Class A Common Stock (149240)	Indirect

Footnotes

F1: The Series C Redeemable Convertible Preferred Stock automatically converted into Class B Common Stock on a 1:0.75 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.

F2: SC US (TTGP), Ltd. is the general partner of SC U.S. Venture 2010 Management, L.P., which is the general partner of each of Sequoia Capital U.S. Venture 2010 Fund, LP, Sequoia Capital U.S. Venture 2010 Partners Fund (Q), LP and Sequoia Capital U.S. Venture 2010 Partners Fund, LP, or collectively, the SC 2010 Funds. As a result, each of SC US (TTGP), Ltd. and SC U.S. Venture 2010 Management, L.P. may be deemed to share voting and dispositive power with respect to the shares held by the SC 2010 Funds. Each of SC US (TTGP), Ltd. and SC U.S. Venture 2010 Management, L.P. disclaims beneficial ownership of the securities held by the SC 2010 Funds except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F3: The Series D Redeemable Convertible Preferred Stock automatically converted into Class B Common Stock on a 1:0.75 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.

F4: SC US (TTGP), Ltd. is the general partner of SCGF IV Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund IV, L.P. and Sequoia Capital USGF Principals Fund IV, L.P., or collectively, the SC GFIV Funds. As a result, each of SC US (TTGP), Ltd. and SCGF IV Management, L.P. may be deemed to share voting and dispositive power with respect to the shares held by the SC GFIV Funds. Each of SC US (TTGP), Ltd. and SCGF IV Management, L.P. disclaims beneficial ownership of the securities held by the SC GFIV Funds except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F5: The Series E Redeemable Convertible Preferred Stock automatically converted into Class B Common Stock on a 1:0.75 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.

F6: The Series F Redeemable Convertible Preferred Stock automatically converted into Class B Common Stock on a 1:0.5 basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.

F7: Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Upon the closing of the Issuer's sale of its Class A Common Stock in its firm commitment underwritten initial public offering pursuant to a registration statement on Form S-1 (File No. 333-220557) under the Securities Act of 1933, as amended, the Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of: (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation in effect as of the date hereof, or (ii) at such time as the outstanding shares of Class B common stock represent less than 10% of the aggregate voting power of the Issuer's capital stock.

F8: Immediately prior to the closing of the Issuer's initial public offering, each series of the Issuer's redeemable convertible preferred stock automatically converted into Class B Common Stock.