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*
KPCB X ASSOCIATES LLC

(Last) (First) (Middle)
2750 SAND HILL ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/24/2018
3. Issuer Name and Ticker or Trading Symbol
Bloom Energy Corp [ BE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
07/26/2018
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
6% Convertible Note (1) (1) Class B Common Stock(2) 1,231,400(3)(4) $0(1) I See Footnote(5)(6)(7)
1. Name and Address of Reporting Person*
KPCB X ASSOCIATES LLC

(Last) (First) (Middle)
2750 SAND HILL ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KPCB IX ASSOCIATES LLC

(Last) (First) (Middle)
2750 SAND HILL ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KLEINER PERKINS CAUFIELD & BYERS X B LP

(Last) (First) (Middle)
2750 SAND HILL ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KLEINER PERKINS CAUFIELD & BYERS IX A LP

(Last) (First) (Middle)
2750 SAND HILL RD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KLEINER PERKINS CAUFIELD & BYERS IX B LP

(Last) (First) (Middle)
2750 SAND HILL RD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KLEINER PERKINS CAUFIELD & BYERS X A LP

(Last) (First) (Middle)
2750 SAND HILL ROAD

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Upon the completion of the Issuer's IPO, the outstanding principal and accrued interest on the 6% Convertible Notes ("6% Notes") will be convertible at any time at the option of the holders thereof into shares of Issuer's Class B Common Stock.
2. The Class B Common Stock is convertible into the Issuer's Class A Common Stock on a 1-for-1 basis (a) at the holder's option; or (b) upon any transfer except certain permitted transfers. All the outstanding shares of Class B Common Stock will convert automatically into shares of Class A common stock upon the date that is the earliest to occur of (i) immediately prior to the close of business on the fifth anniversary of the closing of Issuer's IPO, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B Common Stock represent less than five percent (5%) of the aggregate number of shares of Class A Common Stock and Class B Common Stock then outstanding, (iii) the date and time, or the occurrence of an event, specified in a written conversion election delivered by KR Sridhar to the Secretary or Chairman of the Board to so convert all shares of Class B Common Stock, or (iv) immediately following the date of the death of KR Sridhar.
3. The number of shares reflect both the principal and the interest accrued through July 24, 2018.
4. The number of shares of Class B Common Stock that the 6% Notes are convertible into, as of the time of the filing, was incorrectly reported in the Reporting Persons' original Form 3 filed on July 26, 2018. This amended filing correctly reflects the number of shares of Class B Common Stock that the 6% Notes were convertible into through July 24, 2018.
5. All shares are held for convenience in the name of KPCB Holdings, Inc., as nominee, for the accounts of such individuals and entities who each exercise their own voting and dispositive control over such shares.
6. KPCB IX Associates, LLC ("KPCB IX Associates"), is the general partner of KPCB IX-A and KPCB IX-B. KPCB X Associates, LLC ("KPCB X Associates"), is the general partner of KPCB X-A and KPCB X-B. Brook Byers, L. John Doerr, Kevin Compton, Doug Mackenzie, Raymond Lane and Theodore Schlein, the managers of KPCB IX Associates, share voting and dispositive control over the shares held by KPCB IX-A and KPCB IX-B. Brook Byers, L. John Doerr, Kevin Compton, Doug Mackenzie, Raymond Lane and Theodore Schlein, the managers of KPCB X Associates, share voting and dispositive control over the shares held by KPCB X-A and KPCB X-B. Each manager of KPCB IX Associates and KPCB X Associates disclaims beneficial ownership of the shares held by KPCB IX-A, KPCB IX-B, KPCB X-A and KPCB X-B except to the extent of its pecuniary interest therein.
7. Consists of (a) 478,645 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB IX-A; (b) 14,777 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB IX-B; (c) 421,324 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB X-A; (d) 11,883 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by KPCB X-B; and (e) 304,771 shares of Class B Common Stock issuable upon conversion of the 6% Notes held by individuals and entities associated with Kleiner Perkins Caufield & Byers.
/s/ Susan Biglieri, Chief Financial Officer of KPCB X Associates, LLC 11/22/2019
/s/ Susan Biglieri, Chief Financial Officer of KPCB IX Associates, LLC 11/22/2019
/s/ Susan Biglieri, Chief Financial Officer of KPCB IX Associates, LLC, General Partner of Kleiner Perkins Caufield & Byers IX-A, L.P. 11/22/2019
/s/ Susan Biglieri, Chief Financial Officer of KPCB IX Associates, LLC, General Partner of Kleiner Perkins Caufield & Byers IX-B, L.P. 11/22/2019
/s/ Susan Biglieri, Chief Financial Officer of KPCB X Associates, LLC, General Partner of Kleiner Perkins Caufield & Byers X-A, L.P. 11/22/2019
/s/ Susan Biglieri, Chief Financial Officer of KPCB X Associates, LLC, General Partner of Kleiner Perkins Caufield & Byers X-B, L.P. 11/22/2019
** 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).
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