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MongoDB, Inc. Director's Dealing 2018

Apr 19, 2018

30201_dirs_2018-04-19_ba89f5b1-4b1c-4b28-a343-8df6111e69fb.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MongoDB, Inc. (MDB)
CIK: 0001441816
Period of Report: 2018-04-17

Reporting Person: Flybridge Capital Partners GP III, LLC (10% Owner)
Reporting Person: FLYBRIDGE CAPITAL PARTNERS III LP (10% Owner)
Reporting Person: FLYBRIDGE NETWORK FUND III LP (10% Owner)
Reporting Person: Aronoff David B (10% Owner)
Reporting Person: Bussgang Jeffrey J. (10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2018-04-17 Class A Common Stock C 1500000 Acquired 1500000 Indirect
2018-04-17 Class A Common Stock J 1500000 $0.00 Disposed 0 Indirect
2018-04-17 Class A Common Stock J 4973 $0.00 Acquired 4973 Indirect
2018-04-17 Class A Common Stock J 1668 $0.00 Acquired 1668 Indirect
2018-04-17 Class A Common Stock J 4973 $0.00 Acquired 4973 Indirect
2018-04-17 Class A Common J 1668 $0.00 Acquired 1668 Indirect
2018-04-17 Class A Common Stock C 3481 Acquired 3481 Indirect
2018-04-17 Class A Common Stock J 3481 $0.00 Disposed 0 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2018-04-17 Class B Common Stock $ C 1500000 Disposed Class A Common Stock (1500000) Indirect
2018-04-17 Class B Common Stock $ C 3481 Disposed Class A Common Stock (3481) Indirect

Footnotes

F1: 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. 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, and (ii) at such time as the outstanding shares of Class B common stock represent less than 10% of the aggregate number of shares of the Issuer's capital stock outstanding.

F2: These shares are owned directly by Flybridge Capital Partners III, L.P. ("Flybridge Capital"). Flybridge Capital Partners G.P. III, L.L.C. ("Flybridge LLC") is the general partner of Flybridge Capital. The managing members of Flybridge LLC are Charles M. Hazard, Jr., David B. Aronoff and Jeffrey J. Bussgang (collectively, the "Managing Members") and they share voting and dispositive power over the shares held by Flybridge Capital. Mr. Hazard is also a director of the Issuer. Flybridge LLC and each of the Managing Members disclaims beneficial ownership of the securities held by Flybridge Capital except to the extent of their respective pecuniary interests therein, and the inclusion of these securities in this report shall not be deemed an admission by any of them of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F3: Represents a pro rata distribution, and not a purchase or sale, without additional consideration by Flybridge Capital to its respective limited and general partners.

F4: The reportable securities are owned directly by Jeffrey J. Bussgang.

F5: The reportable securities are owned directly by Jeffrey J. Bussgang 2006 Irrev. Trust. Jeffrey J. Bussgang is a beneficiary of the Jeffrey J. Bussgang 2006 Irrev. Trust.

F6: The reportable securities are owned directly by David B. Aronoff.

F7: The reportable securities are owned directly by Aronoff Irrevocable Trust of 2005. David B. Aronoff is a beneficiary of the Aronoff Irrevocable Trust of 2005.

F8: These shares are owned directly by Flybridge Network Fund III, L.P. ("Flybridge Network"). Flybridge LLC is the general partner of Flybridge Network. The managing members of Flybridge LLC are the Managing Members and they share voting and dispositive power over the shares held by Flybridge Network. Mr. Hazard is also a director of the Issuer. Flybridge LLC and each of the Managing Members disclaims beneficial ownership of the securities held by Flybridge Network except to the extent of their respective pecuniary interests therein, and the inclusion of these securities in this report shall not be deemed an admission by any of them of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F9: Represents a pro rata distribution, and not a purchase or sale, without additional consideration by Flybridge Network to its limited partners.