0000899243-19-000395.txt : 20190103 0000899243-19-000395.hdr.sgml : 20190103 20190103214947 ACCESSION NUMBER: 0000899243-19-000395 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190103 FILED AS OF DATE: 20190103 DATE AS OF CHANGE: 20190103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Reasoner Scott CENTRAL INDEX KEY: 0001415326 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36780 FILM NUMBER: 19508313 MAIL ADDRESS: STREET 1: C/O QUEST SOFTWARE, INC. STREET 2: 5 POLARIS WAY CITY: ALISO VIEJO STATE: CA ZIP: 92656 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hortonworks, Inc. CENTRAL INDEX KEY: 0001610532 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 371634325 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5470 GREAT AMERICA PARKWAY CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 408-916-4121 MAIL ADDRESS: STREET 1: 5470 GREAT AMERICA PARKWAY CITY: SANTA CLARA STATE: CA ZIP: 95054 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-01-03 1 0001610532 Hortonworks, Inc. HDP 0001415326 Reasoner Scott C/O HORTONWORKS, INC. 5470 GREAT AMERICA PARKWAY SANTA CLARA CA 95054 0 1 0 0 See Remarks Common Stock 2019-01-03 4 U 0 141072 D 0 D Incentive Stock Option (right to buy) 2019-01-03 4 M 0 26591 D 2024-08-05 Common Stock 26591 0 D Non-Qualified Stock Option (right to buy) 2019-01-03 4 M 0 16409 D 2024-08-05 Common Stock 16409 0 D Incentive Stock Option (right to buy) 2019-01-03 4 M 0 1687 D 2024-09-11 Common Stock 1687 0 D Non-Qualified Stock Option (right to buy) 2019-01-03 4 M 0 10812 D 2024-09-11 Common Stock 10812 0 D On January 3, 2019, pursuant to the Agreement and Plan of Merger and Reorganization, dated as of October 3, 2018 (the "Merger Agreement"), by and among Cloudera, Inc. ("Cloudera"), Issuer, and Surf Merger Corporation ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving as a direct wholly-owned subsidiary of Cloudera (the "Merger"). Pursuant to the Merger, the Issuer's stockholders received the right to receive 1.305 shares of common stock, par value $0.00005 per share, of Cloudera (the "Merger Consideration") for each share of the Issuer's stock that they own (the "Exchange Ratio"). Pursuant to the Merger, the Reporting Person disposed of all shares of Issuer common stock beneficially owned by it, including the 141,072 shares that were held directly by the Reporting Person, and received the Merger Consideration for each share of Issuer common stock. Pursuant to the Merger, this incentive stock option was cancelled and converted into an option to acquire Cloudera common stock, with the number of shares and exercise price adjusted for the Exchange Ratio in accordance with the terms of the Merger Agreement. Pursuant to the Merger, this non-qualified stock option was cancelled and converted into an option to acquire Cloudera common stock, with the number of shares and exercise price adjusted for the Exchange Ratio in accordance with the terms of the Merger Agreement. Chief Accounting Officer, Corporate Controller and Principal Accounting Officer /s/ Anne Kuykendall, As Attorney-in-Fact for Scott Reasoner 2019-01-03