SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MAYFIELD XIV, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP (Last) (First) (Middle) 2484 SAND HILL ROAD (Street) MENLO PARK CA 94025 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol HashiCorp, Inc. [ HCP ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/23/2023
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person
	Rule 10b5-1(c) Transaction Indication Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/23/2023		C		13,525	A	(1)	13,525	I	Mayfield XIV, a Cayman Islands Exempted Limited Partnership((2)
Class A Common Stock	05/23/2023		C		13,526	A	(1)	13,526	I	Mayfield Select, a Cayman Islands Exempted Limited Partnership(3)
Class A Common Stock	05/23/2023		S		13,525	D	$33.4774(5)	0	I	Mayfield XIV, a Cayman Islands Exempted Limited Partnership(2)
Class A Common Stock	05/23/2023		S		13,526	D	$33.4774(6)	0	I	Mayfield Select, a Cayman Islands Exempted Limited Partnership(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	05/23/2023		C			13,525	(1)	(1)	Class A Common Stock	13,525	$0.00	14,653,451	I	Mayfield XIV, a Cayman Islands Exempted Limited Partnership(2)
Class B Common Stock	(1)	05/23/2023		C			13,526	(1)	(1)	Class A Common Stock	13,526	$0.00	1,846,982	I	Mayfield Select, a Cayman Islands Exempted Limited Partnership(3)
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	345,778		345,778	I	MF Leaders H-E, L.P.(4)

1. Name and Address of Reporting Person* MAYFIELD XIV, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP (Last) (First) (Middle) 2484 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* Mayfield XIV Management (EGP), L.P. (Last) (First) (Middle) 2484 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* Mayfield XIV Management (UGP), Ltd. (Last) (First) (Middle) 2484 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* MAYFIELD SELECT, A CAYMAN ISLANDS EXEMPTED LIMITED PARTNERSHIP (Last) (First) (Middle) 2484 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* Mayfield Select Management (EGP), L.P. (Last) (First) (Middle) 2484 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* Mayfield Select Management (UGP), Ltd. (Last) (First) (Middle) 2484 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* MF Leaders H-E, L.P. (Last) (First) (Middle) 2484 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* MF Leaders Management, L.L.C. (Last) (First) (Middle) 2484 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. Each share of Class B Common Stock is convertible at any time into Class A Common Stock on a one-to-one basis at the reporting person's election and has no expiration date.

2. Mayfield XIV Management (UGP), Ltd., a Cayman Islands Exempted Company (MF XIV UGP), is the general partner of Mayfield XIV Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership (MF XIV EGP), which is the general partner of Mayfield XIV, a Cayman Islands Exempted Limited Partnership (MF XIV). Rajeev Batra, Navin Chaddha, and Urshit Parikh, the directors of MF XIV UGP, may be deemed to share beneficial ownership of the shares owned by MF XIV, but each of the individuals disclaims such beneficial ownership.

3. Mayfield Select Management (UGP), Ltd., a Cayman Islands Exempted Company (MF Select UGP), is the general partner of Mayfield Select Management (EGP), L.P., a Cayman Islands Exempted Limited Partnership (MF Select EGP), which is the general partner of Mayfield Select, a Cayman Islands Exempted Limited Partnership (MF Select). Messrs. Batra, Chaddha, and Parikh, the directors of MF Select UGP, may be deemed to share beneficial ownership of the shares owned by MF Select, but each of the individuals disclaims such beneficial ownership.

4. MF Leaders Management, L.L.C. (MF Leaders GP) is the general partner of MF Leaders H-E, L.P. (MF Leaders). Mr. Chaddha, the sole member of MF Leaders GP, may be deemed to share beneficial ownership of the shares owned by MF Leaders, but disclaims such beneficial ownership.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.04 to $33.75. The reporting person undertakes to provide 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.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.04 to $33.75. The reporting person undertakes to provide 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.

Remarks:

	MAYFIELD XIV, a Cayman Islands Exempted Limited Partnership By: MAYFIELD XIV MANAGEMENT (EGP), L.P., its General Partner By: MAYFIELD XIV MANAGEMENT (UGP), LTD., its General Partner By: /s/ Paul Kohli, Authorized Signatory	05/25/2023
	MAYFIELD XIV MANAGEMENT (EGP), L.P. By: MAYFIELD XIV MANAGEMENT (UGP), LTD., its General Partner By: /s/ Paul Kohli, Authorized Signatory	05/25/2023
	MAYFIELD XIV MANAGEMENT (UGP), LTD. By: /s/ Paul Kohli, Authorized Signatory	05/25/2023
	MAYFIELD SELECT, a Cayman Islands Exempted Limited Partnership By: MAYFIELD SELECT MANAGEMENT (EGP), L.P., its General Partner By: MAYFIELD SELECT MANAGEMENT (UGP), LTD., its General Partner By: /s/ Paul Kohli, Authorized Signatory	05/25/2023
	MAYFIELD SELECT MANAGEMENT (EGP), L.P. By: MAYFIELD SELECT MANAGEMENT (UGP), LTD., its General Partner By: /s/ Paul Kohli, Authorized Signatory	05/25/2023
	MAYFIELD SELECT MANAGEMENT (UGP), LTD. By: /s/ Paul Kohli, Authorized Signatory	05/25/2023
	MF LEADERS H-E, L.P., a Delaware limited partnership By: MF Leaders Management, L.L.C., its General Partner By: /s/ Paul Kohli, Authorized Signatory	05/25/2023
	MF Leaders Management, L.L.C. By: /s/ Paul Kohli, Authorized Signatory	05/25/2023
	** 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 4 (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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