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Filing Details

Accession Number:: 0001209191-18-044546
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-07-31 16:16:45
Reporting Period:: 2018-07-27

Accepted Time:: 2018-07-31 16:16:45
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1664703	Bloom Energy Corp	BE	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1005561	J Peter Barris	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	No
1132326	P L 10 Associates Enterprise New	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	No
1219855	James M Barrett	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	No
1236049	P L 10 Partners Nea	1954 Greenspring Drive Suite 600 Timonium MD 21093	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2018-07-27	1,333,333	$15.00	1,333,333	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class B Common Stock	Series B Convertible Preferred Stock	Disposition	2018-07-27	4,527,868	$0.00	4,527,868	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2018-07-27	4,527,868	$0.00	4,527,868	$0.00
Class B Common Stock	Series C Convertible Preferred Stock	Disposition	2018-07-27	1,062,944	$0.00	1,062,944	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2018-07-27	1,062,944	$0.00	1,062,944	$0.00
Class B Common Stock	Series D Convertible Preferred Stock	Disposition	2018-07-27	620,155	$0.00	620,155	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2018-07-27	620,155	$0.00	620,155	$0.00
Class B Common Stock	Series E Convertible Preferred Stock	Disposition	2018-07-27	395,815	$0.00	395,815	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2018-07-27	395,815	$0.00	395,815	$0.00
Class B Common Stock	Series F Convertible Preferred Stock	Disposition	2018-07-27	125,989	$0.00	125,989	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2018-07-27	125,989	$0.00	125,989	$0.00
Class B Common Stock	Series G Convertible Preferred Stock	Disposition	2018-07-27	650,631	$0.00	650,631	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2018-07-27	650,631	$0.00	650,631	$0.00
Series G Convertible Preferred Stock	8% Convertible Preferred Notes	Disposition	2018-07-27	346,239	$0.00	346,239	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2018-07-27	346,239	$0.00	346,239	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	No	4	C	Direct
4,527,868	No	4	C	Direct
0	No	4	C	Direct
5,590,812	No	4	C	Direct
0	No	4	C	Direct
6,210,967	No	4	C	Direct
0	No	4	C	Direct
6,606,782	No	4	C	Direct
0	No	4	C	Direct
6,732,771	No	4	C	Direct
0	No	4	C	Direct
7,383,402	No	4	C	Direct
0	No	4	C	Direct
7,729,641	No	4	C	Direct

Footnotes

The securities are directly held by New Enterprise Associates 10, Limited Partnership ("NEA 10") and indirectly held by NEA Partners 10, Limited Partnership ("NEA Partners 10"), the sole general partner of NEA 10, and the individual general partners of NEA Partners 10 (NEA Partners 10 and its individual general partners together, the "Indirect Reporting Persons"). The individual general partners of NEA Partners 10 are Peter J. Barris, M. James Barrett and Scott D. Sandell. Each Indirect Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 10 securities in which such Indirect Reporting Person has no pecuniary interest.
Each share of Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock, Series F Convertible Preferred Stock and Series G Convertible Preferred Stock automatically converted into the Issuer's Class B Common Stock, on a 1 for 1 basis, immediately prior to the Closing of the Issuer's initial public offering on July 27, 2018 ("IPO") and had no expiration date.
The Class B Common Stock is convertible into the issuer's Class A Common Stock on a 1-for-1 basis at the holder's option or upon any transfer except for certain permitted transfers. All the outstanding shares of our Class B common stock will convert automatically into shares of our Class A common stock upon the date that is the earliest to occur of (i) immediately prior to the close of business on the fifth anniversary of July 27, 2018, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B common stock represent less than five percent (5%) of the aggregate number of shares of Class A common stock and Class B common stock then outstanding, (iii) the date and time, or the occurrence of an event, specified in a written conversion election delivered by KR Sridhar to our Secretary or Chairman of the Board to so convert all shares of Class B common stock, or (iv) immediately following the date of the death of KR Sridhar.
The principal amount and accrued interest of the 8% Convertible Preferred Notes ("8% Notes") automatically converted into the specified number of shares of Class B Common Stock as a result of the automatic conversion of the Issuer's outstanding preferred stock in connection with the Issuer's IPO.
The number of shares reflect both the principle and the interest accrued through July 27, 2018, the date of the automatic conversion.