0000899243-21-048419.txt : 20211215 0000899243-21-048419.hdr.sgml : 20211215 20211215194512 ACCESSION NUMBER: 0000899243-21-048419 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211213 FILED AS OF DATE: 20211215 DATE AS OF CHANGE: 20211215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McJannet David CENTRAL INDEX KEY: 0001894737 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41121 FILM NUMBER: 211495528 MAIL ADDRESS: STREET 1: C/O HASHICORP, INC. STREET 2: 101 SECOND STREET, SUITE 700 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HashiCorp, Inc. CENTRAL INDEX KEY: 0001720671 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 320410665 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 101 2ND STREET, SUITE 700 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-301-3227 MAIL ADDRESS: STREET 1: 101 2ND STREET, SUITE 700 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-12-13 0 0001720671 HashiCorp, Inc. HCP 0001894737 McJannet David C/O HASHICORP, INC. 101 SECOND STREET, SUITE 700 SAN FRANCISCO CA 94105 1 1 0 0 CEO and Chairman Common Stock 2021-12-13 4 J 0 561850 D 285000 D Common Stock 2021-12-13 4 J 0 285000 D 0 D Common Stock 2021-12-13 4 J 0 1419236 D 0 I See footnote Common Stock 2021-12-13 4 J 0 681050 D 0 I See footnote Common Stock 2021-12-13 4 J 0 681050 D 0 I See footnote Common Stock 2021-12-13 4 J 0 60000 D 0 I See footnote Class B Common Stock 2021-12-13 4 J 0 71674 A Class A Common Stock 71674 71674 D Class B Common Stock 2021-12-13 4 J 0 1419236 A Class A Common Stock 1419236 1419236 I See footnote Class B Common Stock 2021-12-13 4 J 0 681050 A Class A Common Stock 681050 681050 I See footnote Class B Common Stock 2021-12-13 4 J 0 681050 A Class A Common Stock 681050 681050 I See footnote Class B Common Stock 2021-12-13 4 J 0 60000 A Class A Common Stock 60000 60000 I See footnote Restricted Stock Units 2021-12-13 4 J 0 178876 A Class B Common Stock 178876 178876 D Restricted Stock Units 2021-12-13 4 J 0 311300 A Class B Common Stock 311300 311300 D Restricted Stock Units 2021-12-13 4 J 0 285000 A Class A Common Stock 285000 285000 D Employee Stock Option (right to buy) 0.119 2021-12-13 4 J 0 2837638 D 2026-07-17 Common Stock 2837638 0 D Employee Stock Option (right to buy) 0.119 2021-12-13 4 J 0 2837638 A 2026-07-17 Class B Common Stock 2837638 2837638 D Employee Stock Option (right to buy) 1.03 2021-12-13 4 J 0 530000 D 2028-03-27 Common Stock 530000 0 D Employee Stock Option (right to buy) 1.03 2021-12-13 4 J 0 530000 A 2028-03-27 Class B Common Stock 530000 530000 D Employee Stock Option (right to buy) 5.695 2021-12-13 4 J 0 266000 D 2029-05-13 Common Stock 266000 0 D Employee Stock Option (right to buy) 5.695 2021-12-13 4 J 0 266000 0.00 A 2029-05-13 Class B Common Stock 266000 266000 D Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock was automatically reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. Of the reported shares, 71,674 are represented by shares of Common Stock and the remaining 490,176 are represented by restricted stock units, or RSUs. The shares are represented by RSUs. Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock underlying the RSU was automatically reclassified into one share of Class A Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. The shares are held of record by a family trust for which the reporting person serves as a trustee. The shares are held of record by the Emerald GST Non-Exempt Trust. The shares are held of record by the Sapphire GST Non-Exempt Trust. The shares are held of record by an additional family trust. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date. Each RSU represents a contingent right to receive one share of Issuer Class B Common Stock. The RSUs vest in nine equal quarterly installments beginning on December 20, 2021. The RSUs vest as to 25% on January 31, 2022 and the remaining shares vest in twelve equal quarterly installments beginning on March 20, 2022. Each RSU represents a contingent right to receive one share of Issuer Class A Common Stock. The RSUs vest as to 50% on December 9, 2023 and the remaining shares vest in eight equal quarterly installments beginning on December 20, 2023. The shares underlying the option are fully vested and immediately exercisable. The shares underlying the option vest in 48 equal monthly installments beginning on March 1, 2019. The shares underlying the option vested as to 25% of the total shares on March 4, 2020 and the remaining shares vest in 36 equal monthly installments beginning on April 1, 2020. /s/ Paul Warensky, by power of attorney 2021-12-15