Armon Dadgar - Dec 8, 2021 Form 4 Insider Report for HashiCorp, Inc. (HCP)

Role
Chief Technology Officer, Director, 10%+ Owner
Signature
/s/ Paul Warenski, by power of attorney
Stock symbol
HCP
Transactions as of
Dec 8, 2021
Transactions value $
-$1,790,400
Form type
4
Date filed
12/10/2021, 08:13 PM
Next filing
Dec 13, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HCP Common Stock Award $0 +130K +27.03% $0.00 611K Dec 8, 2021 Direct F1, F2
transaction HCP Common Stock Tax liability -$1.79M -22.4K -3.66% $80.00 589K Dec 8, 2021 Direct F1, F3
transaction HCP Common Stock Award $0 +104K +17.64% $0.00 692K Dec 8, 2021 Direct F1, F4
transaction HCP Common Stock Award $0 +285K +41.16% $0.00 977K Dec 8, 2021 Direct F1, F5
holding HCP Common Stock 15.2M Dec 8, 2021 See footnote F1, F6
holding HCP Common Stock 2.34M Dec 8, 2021 See footnote F1, F7
holding HCP Common Stock 700K Dec 8, 2021 See footnote F1, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock, each share of Common Stock shall be reclassified into one share of Class B Common Stock.
F2 The reported shares are represented by restricted stock units, or RSUs, of which 56,874 have vested and the remaining shares vest in nine equal quarterly installments beginning on December 20, 2021. Immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock, each share underlying these RSUs shall be reclassified into one share of Class B Common Stock.
F3 The reported shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of RSUs.
F4 The reported shares are represented by RSUs which vest as to 25% on January 31, 2022 and the remaining shares vest in twelve equal quarterly installments beginning on March 20, 2022. Immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock, each share underlying these RSUs shall be reclassified into one share of Class B Common Stock.
F5 The reported shares are represented by RSUs which vest as to 50% on December 9, 2023 and the remaining shares vest in eight equal quarterly installments beginning on December 20, 2023. Immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock, each share underlying these RSUs shall be reclassified into one share of Class A Common Stock.
F6 The shares are held of record by the Armon Dadgar 2020 Charitable Trust.
F7 The shares are held of record by the Armon Memaran-Dadgar Living Trust for which the reporting person serves as trustee.
F8 The shares are held of record by Black Swan III, LLC which the reporting person controls.