MongoDB, Inc. — Director's Dealing 2019

Mar 20, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MongoDB, Inc. (MDB)
CIK: 0001441816
Period of Report: 2019-03-18

Reporting Person: Gordon Michael Lawrence (COO and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-18	Class A Common Stock	A	33228	—	Acquired	107229	Direct
2019-03-18	Class A Common Stock	C	70000	—	Acquired	177229	Direct
2019-03-18	Class A Common Stock	S	13065	$132.68	Disposed	164164	Direct
2019-03-18	Class A Common Stock	S	21006	$133.69	Disposed	143158	Direct
2019-03-18	Class A Common Stock	S	26638	$134.59	Disposed	116520	Direct
2019-03-18	Class A Common Stock	S	8386	$135.65	Disposed	108134	Direct
2019-03-18	Class A Common Stock	S	905	$136.22	Disposed	107229	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-18	Employee Stock Option (Right to Buy)	$6.5	M	70000	Disposed	2025-07-15	Class B Common Stock (70000.0)	Direct
2019-03-18	Class B Common Stock	$	M	70000	Acquired		Class A Common Stock (70000.0)	Direct
2019-03-18	Class B Common Stock	$	C	70000	Disposed		Class A Common Stock (70000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	1000	Indirect
Class A Common Stock	1000	Indirect
Class A Common Stock	1000	Indirect
Class A Common Stock	1000	Indirect

Footnotes

F1: This security represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock of the Issuer. This restricted stock unit award vests in equal quarterly installments over four years beginning on April 1, 2019, subject to the reporting person's continued service with the Issuer.

F2: 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.

F3: The transactions were pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F4: The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $132.13 to $133.11, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F5: The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $133.14 to $134.13, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F6: The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $134.14 to $135.13, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F7: The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $135.14 to $136.12, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F8: The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $136.16 to $136.30, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

F9: All shares underlying this option are immediately exercisable, subject to a repurchase right in the Issuer's favor which lapses in accordance with the option's vesting schedule. 250,620 shares are vested. The remaining shares shall continue to vest in equal monthly installments, subject to the reporting person providing continuous service to the Issuer on each such date.