0000899243-19-000382.txt : 20190103 0000899243-19-000382.hdr.sgml : 20190103 20190103214209 ACCESSION NUMBER: 0000899243-19-000382 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190102 FILED AS OF DATE: 20190103 DATE AS OF CHANGE: 20190103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Davidson Scott CENTRAL INDEX KEY: 0001626707 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36780 FILM NUMBER: 19508292 MAIL ADDRESS: STREET 1: 5470 GREAT AMERICA PARKWAY CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER NAME: FORMER CONFORMED NAME: Davdson Scott DATE OF NAME CHANGE: 20141201 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 2019-01-02 1 0001610532 Hortonworks, Inc. HDP 0001626707 Davidson Scott C/O HORTONWORKS, INC. 5470 GREAT AMERICA PARKWAY SANTA CLARA CA 95054 0 1 0 0 See Remarks Common Stock 2019-01-02 4 F 0 222238 14.68 D 786504 D Common Stock 7663 I Scott & Taryn Davidson Family Trust Dated 4/4/2006 Common Stock 2019-01-03 4 U 0 786504 D 0 D Common Stock 2019-01-03 4 U 0 7663 D 0 I Scott & Taryn Davidson Family Trust Dated 4/4/2006 Incentive Stock Option (right to buy) 2019-01-03 4 M 0 47280 D 2024-04-20 Common Stock 47280 0 D Non-Qualified Stock Option (right to buy) 2019-01-03 4 M 0 386075 D 2024-04-20 Common Stock 386075 0 D Non-Qualified Stock Option (right to buy) 2019-01-03 4 M 0 92967 D 2024-09-11 Common Stock 92967 0 D Shares withheld to satisfy tax obligations arising out of vesting of restricted stock units, which were accelerated in connection with the Merger (as defined below). On January 3, 2019, pursuant to the Agreement and Plan of Merger and Reorganization, dated as of October 3, 2018, 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. Pursuant to the Merger, the Reporting Person disposed of all shares of Issuer common stock beneficially owned by it, including the 786,504 shares that were held directly by the Reporting Person and the 7,663 shares that were held indirectly 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 Operating Officer & Chief Financial Officer /s/ Anne Kuykendall as Attorney-in-Fact for Scott Davidson 2019-01-03