X0306
4
2017-10-02
0
0001474432
Pure Storage, Inc.
PSTG
0001651904
Riitters Timothy
650 CASTRO ST
MOUNTAIN VIEW
CA
94041
0
1
0
0
Chief Financial Officer
Class A Common Stock
2017-10-02
4
C
0
25000
A
302200
D
Class A Common Stock
2017-10-02
4
S
0
25000
15.8487
D
277200
D
Stock Option (right to buy)
9.65
2017-10-02
4
M
0
25000
0.00
D
2024-10-07
Class B Common Stock
25000
965000
D
Class B Common Stock
2017-10-02
4
M
0
25000
0.00
A
Class A Common Stock
25000
25000
D
Class B Common Stock
2017-10-02
4
C
0
25000
0.00
D
Class A Common Stock
25000
0
D
Each share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock at the election of the Reporting Person.
This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
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. Upon the closing of the issuer's sale of its Class A Common Stock in its firm commitment underwritten initial public offering pursuant to a registration statement on Form S-1 (File No. 333-206312) under the Securities Act of 1933, as amended, 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 in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.67 to $15.985 per share, inclusive. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
1/4 of the Option vests one year from 8/26/2014, 1/48 of the Option vests monthly thereafter over the following three years. The option shall be subject to accelerated vesting as set forth in optionee's employment agreement with the Issuer.
/s/ Timothy Riitters
2017-10-04