0001628280-24-001725.txt : 20240118 0001628280-24-001725.hdr.sgml : 20240118 20240118192902 ACCESSION NUMBER: 0001628280-24-001725 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240117 FILED AS OF DATE: 20240118 DATE AS OF CHANGE: 20240118 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schulman Robin CENTRAL INDEX KEY: 0001627835 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40895 FILM NUMBER: 24543382 MAIL ADDRESS: STREET 1: C/O NEW RELIC, INC. STREET 2: 188 SPEAR STREET, STE. 1200 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Gitlab Inc. CENTRAL INDEX KEY: 0001653482 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 471861035 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 268 BUSH STREET STREET 2: #350 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 650-474-5175 MAIL ADDRESS: STREET 1: 268 BUSH STREET STREET 2: #350 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 4 1 wk-form4_1705624132.xml FORM 4 X0508 4 2024-01-17 0 0001653482 Gitlab Inc. GTLB 0001627835 Schulman Robin C/O GITLAB INC. NOT APPLICABLE DE 0 1 0 0 Chief Legal Officer & Corp Sec 1 Class A Common Stock 2024-01-17 4 C 0 400 0 A 61836 D Class A Common Stock 2024-01-17 4 S 0 1704 65 D 60132 D Class A Common Stock 2024-01-18 4 C 0 45855 0 A 105987 D Class A Common Stock 2024-01-18 4 S 0 45855 65.66 D 60132 D Stock Option (Right to buy Class B Common Stock) 8.90 2024-01-17 4 M 0 400 0 D 2029-12-01 Class B Common Stock 400 138365 D Class B Common Stock 8.90 2024-01-17 4 M 0 400 A Class A Common Stock 400 400 D Class B Common Stock 2024-01-17 4 C 0 400 D Class A Common Stock 400 0 D Stock Option (Right to buy Class B Common Stock) 8.90 2024-01-18 4 M 0 45855 0 D 2029-12-01 Class B Common Stock 45855 92510 D Class B Common Stock 8.90 2024-01-18 4 M 0 45855 A Class A Common Stock 45855 45855 D Class B Common Stock 2024-01-18 4 C 0 45855 D Class A Common Stock 45855 0 D Each share of the Issuer's Class B common stock (the "Class B Stock") is convertible into one share of the Issuer's Class A common stock at any time and will convert automatically upon certain transfers and upon the earlier of (i) ten years from the date of the Issuer's initial public offering ("IPO"), (ii) the death or disability of Sytse Sijbrandij, (iii) the first date following the completion of the IPO on which the number of shares of outstanding Class B Stock (including shares of Class B Stock subject to outstanding stock options) is less than 5% of the aggregate number of shares of the Issuer's common stock then outstanding and (iv) the date specified by a vote of the holders of two-thirds of the then outstanding shares of Class B Stock. The option exercises and sales reported on this Form 4 were executed pursuant to a trading plan entered into by the reporting person on December 30, 2022 and amended on September 29, 2023 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.19 to $66.18, inclusive. The Reporting Person undertakes to provide to GitLab Inc., any security holder of GitLab Inc., or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote 3. Includes shares of Class A Common Stock that have not yet vested. 25% of the total option award vested on December 2, 2020, and the remainder vested or vests as to 1/48 of the total award monthly on the 2nd, subject to the Reporting Person's continued service to the Issuer on each vesting date. The option award also includes an early exercise feature, whereby unvested options may be early exercised at any time. /s/ Robin Schulman 2024-01-18