SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Thomas Wendy

(Last)

(First)

(Middle)

C/O SECUREWORKS CORP.

ONE CONCOURSE PARKWAY NE, SUITE 500

(Street)

ATLANTA

30328

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/17/2020

3. Issuer Name and Ticker or Trading Symbol
SecureWorks Corp [ SCWX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, Customer Success

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	331,487⁽¹⁾⁽²⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Options to Acquire Class A Common Stock	⁽³⁾	04/21/2026	Class A Common Stock	55,030	$14	D

Explanation of Responses:

1. Amount consists of (a) 33,835 shares of Class A common stock and (b) 297,652 unvested restricted stock units ("RSUs") as follows: (i) 6,250 unvested RSUs of an award granted on April 22, 2016, which vests in full on April 22, 2020, (ii) 6,132 unvested RSUs of an award granted on March 1, 2018, which vests in full on March 1, 2021, (iii) 8,334 unvested RSUs of an award granted on March 1, 2018, which vests in full on March 1, 2021, (iv) 9,813 unvested RSUs of an award granted on September 7, 2018, which vests in two equal installments on the second and third anniversaries of such grant date, (v) 13,334 unvested RSUs of an award granted on September 7, 2018, which vests in two equal installments on the second and third anniversaries of such grant date,

2. [continued] (vi) 16,667 unvested RSUs of an award granted on April 2, 2019, which vests in two equal installments on the second and third anniversaries of such grant date, (vii) 16,667 unvested RSUs of an award granted on April 2, 2019, which vests in two equal installments on the second and third anniversaries of such grant date, (viii) 50,000 unvested RSUs of an award granted on September 26, 2019, which vests in three equal installments on the first, second and third anniversaries of such grant date and (ix) 170,455 unvested RSUs of an award granted on April 16, 2020, which vests in three equal installments on the first, second and third anniversaries of such grant date. The vesting of each of the foregoing installments is contingent on the reporting person's continued service on each applicable vesting date.

3. The options were granted on April 21, 2016 and vested, or will vest, in four equal annual installments on the first, second, third and fourth anniversaries of the grant date contingent on the reporting person's continued service on each applicable vesting date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ George B. Hanna, Attorney-in-Fact	04/22/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.