0001628280-22-026256.txt : 20221011 0001628280-22-026256.hdr.sgml : 20221011 20221011164922 ACCESSION NUMBER: 0001628280-22-026256 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221006 FILED AS OF DATE: 20221011 DATE AS OF CHANGE: 20221011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brown Dale R CENTRAL INDEX KEY: 0001301262 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40895 FILM NUMBER: 221304574 MAIL ADDRESS: STREET 1: 1060 E ARQUES AVE CITY: SUNNYVALE STATE: CA ZIP: 94085 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Gitlab Inc. CENTRAL INDEX KEY: 0001653482 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] 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 wf-form4_166552134720950.xml FORM 4 X0306 4 2022-10-06 0 0001653482 Gitlab Inc. GTLB 0001301262 Brown Dale R C/O GITLAB INC. NOT APPLICABLE DE 0 1 0 0 Principal Accounting Officer Class A Common Stock 2022-10-06 4 C 0 3574 0 A 20223 D Class A Common Stock 2022-10-06 4 S 0 3574 53.46 D 16649 D Stock Option (Right to buy Class B Common Stock) 17.82 2022-10-06 4 M 0 500 0 D 2031-03-17 Class B Common Stock 500.0 29500 D Stock Option (Right to buy Class B Common Stock) 8.9 2022-10-06 4 M 0 3074 0 D 2029-10-22 Class B Common Stock 3074.0 61926 D Class B Common Stock 17.82 2022-10-06 4 M 0 500 A Class A Common Stock 500.0 500 D Class B Common Stock 8.9 2022-10-06 4 M 0 3074 A Class A Common Stock 3074.0 3574 D Class B Common Stock 2022-10-06 4 C 0 3574 D Class A Common Stock 3574.0 0 D Each share of the Company's Class B Common Stock is convertible into one share of the Company'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 closing of the Company's initial public offering (the "IPO"), (ii) the death or disability of Sytse Sijbrandij, the chief executive officer of the Company, (iii) the first date following the completion of the IPO on which the number of shares of outstanding Class B Common Stock (including shares of Class B Common Stock subject to outstanding stock options) is less than 5% of the aggregate number of shares of the Company'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 Common 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 23, 2021 and amended on June 29, 2022 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Includes shares of Class A Common Stock that have not yet vested. The reported total also includes shares acquired pursuant to the Company's Employee Stock Purchase Plan. The option vested as to 25% of the total shares on March 18, 2022, and 1/48 of the total shares will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the Issuer's right of repurchase. The option vested as to 25% of the total shares on October 1, 2020, and 1/48 of the total shares will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the Issuer's right of repurchase. /s/ Robin Schulman, Attorney-in-Fact for Dale R. Brown 2022-10-11