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Filing Details

Accession Number:: 0001567619-19-018066
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-09-09 17:00:40
Reporting Period:: 2019-09-09

Accepted Time:: 2019-09-09 17:00:40
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1535379	Cloudera Inc.	CLDR	()	NY

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
921669	C Carl Icahn	C/O Icahn Associates Holdings Llc 767 Fifth Ave., Suite 4700 New York NY 10153	No	No	Yes	No
928464	Partnership Limited River High	445 Hamilton Avenue Suite 1210 White Plains NY 10601	No	No	Yes	No
1313666	Icahn Partners Lp	445 Hamilton Avenue Suite 1210 White Plains NY 10601	No	No	Yes	No
1322827	Icahn Partners Master Fund Lp	445 Hamilton Avenue Suite 1210 White Plains NY 10601	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
Common Stock, Par Value $0.00005 Per Share ("Shares")	Acquisiton	2019-09-09	561,708	$5.00	18,158,474	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	439,914	$5.00	18,598,388	No	4	P	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	1,144,930	$5.00	19,743,318	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	624,085	$5.00	20,367,403	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	2,370,073	$5.00	22,737,476	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	1,139,049	$5.00	23,876,525	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	2,200,072	$5.00	26,076,597	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	8,531,565	$5.00	34,608,162	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	1,648,299	$5.00	36,256,461	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	3,273,035	$5.00	39,529,496	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	1,575,000	$5.00	41,104,496	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	4,075,549	$5.00	45,180,045	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	1,868,576	$5.00	47,048,621	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	3,294,839	$5.00	50,343,460	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	2,451,758	$5.00	52,795,218	No	4	J	Indirect	please see footnotes
Shares	Acquisiton	2019-09-09	2,000,000	$5.00	54,795,218	No	4	J	Indirect	please see footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	please see footnotes
No	4	P	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes
No	4	J	Indirect	please see footnotes

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Shares	Forward Contracts (obligation to purchase)	Disposition	2019-09-09	1	$0.00	37,198,452	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	J	Indirect

Footnotes

This Form 4 is being filed by, and on behalf of, Mr. Carl C. Icahn, High River Limited Partnership ("High River"), Icahn Partners LP ("Icahn Partners"), and Icahn Partners Master Fund LP ("Icahn Master," and, collectively with Mr. Icahn, High River, and Icahn Partners, the "Reporting Persons").
Barberry Corp. ("Barberry") is the sole member of Hopper Investments LLC ("Hopper"), which is the general partner of High River. Beckton Corp. ("Beckton") is the sole stockholder of Icahn Enterprises G.P. Inc. ("Icahn Enterprises GP"), which is the general partner of Icahn Enterprises Holdings L.P. ("Icahn Enterprises Holdings"). Icahn Enterprises Holdings is the sole member of IPH GP LLC ("IPH"), which is the general partner of Icahn Capital LP ("Icahn Capital"). Icahn Capital is the general partner of each of Icahn Onshore LP ("Icahn Onshore") and Icahn Offshore LP ("Icahn Offshore"). Icahn Onshore is the general partner of Icahn Partners. Icahn Offshore is the general partner of Icahn Master.
Each of Barberry and Beckton is 100 percent owned by Mr. Icahn. As such, Mr. Icahn is in a position indirectly to determine the investment and voting decisions made by each of High River, Icahn Partners, and Icahn Master. Each of Hopper, Barberry, and Mr. Icahn may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under Securities Exchange Act of 1934, as amended (the "Act")), the common stock, $0.00005 par value per share (the "Shares"), of Cloudera, Inc. which High River owns. Each of Hopper, Barberry, and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein, if any.
Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton, and Mr. Icahn may be deemed to indirectly beneficially own the Shares which Icahn Partners owns. Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton, and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein, if any.
Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton, and Mr. Icahn may be deemed to indirectly beneficially own the Shares which Icahn Master owns. Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton, and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein, if any.
On or about the date of this Form 4 (the "Reporting Date"), the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 112,342 Shares, (ii) Icahn Partners of 262,879 Shares, and (iii) Icahn Master of 186,487 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $0.80 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 87,983 Shares, (ii) Icahn Partners of 205,879 Shares, and (iii) Icahn Master of 146,052 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $0.85 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 228,986 Shares, (ii) Icahn Partners of 535,827 Shares, and (iii) Icahn Master of 380,117 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $0.77 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 124,817 Shares, (ii) Icahn Partners of 292,073 Shares, and (iii) Icahn Master of 207,195 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $0.96 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 474,015 Shares, (ii) Icahn Partners of 1,109,193 Shares, and (iii) Icahn Master of 786,865 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $0.95 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 227,810 Shares, (ii) Icahn Partners of 533,075 Shares, and (iii) Icahn Master of 378,164 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $0.99 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 440,014 Shares, (ii) Icahn Partners of 1,029,633 Shares, and (iii) Icahn Master of 730,425 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.05 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 1,706,313 Shares, (ii) Icahn Partners of 3,986,515 Shares, and (iii) Icahn Master of 2,838,737 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.24 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 329,660 Shares, (ii) Icahn Partners of 771,105 Shares, and (iii) Icahn Master of 547,534 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.54 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 654,607 Shares, (ii) Icahn Partners of 1,531,188 Shares, and (iii) Icahn Master of 1,087,240 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.50 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 315,000 Shares, (ii) Icahn Partners of 736,815 Shares, and (iii) Icahn Master of 523,185 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.45 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 815,110 Shares, (ii) Icahn Partners of 1,906,619 Shares, and (iii) Icahn Master of 1,353,820 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.58 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 373,715 Shares, (ii) Icahn Partners of 874,156 Shares, and (iii) Icahn Master of 620,705 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.94 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 658,968 Shares, (ii) Icahn Partners of 1,541,388 Shares, and (iii) Icahn Master of 1,094,483 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.99 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 490,352 Shares, (ii) Icahn Partners of 1,146,979 Shares, and (iii) Icahn Master of 814,427 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.73 per Share at the inception of the forward contract.
On or about the Reporting Date, the Reporting Persons obtained direct ownership of Shares previously purchased pursuant to a forward contract. The forward contract provided for the purchase by (i) High River of 400,000 Shares, (ii) Icahn Partners of 935,638 Shares, and (iii) Icahn Master of 664,362 Shares, in each case at a forward price of $5.00 per Share, plus a financing charge. In addition, the Reporting Persons paid the counterparty to the forward contract $1.74 per Share at the inception of the forward contract.
On or about the Reporting Date and after all of the transactions reported on this Form 4, High River directly beneficially owns 10,959,045 Shares, Icahn Partners directly beneficially owns 25,634,245 Shares, and Icahn Master directly beneficially owns 18,201,928 Shares.