Armon Dadgar - Dec 13, 2021 Form 4 Insider Report for HashiCorp, Inc. (HCP)

Role
Chief Technology Officer, Director
Signature
/s/ Paul Warensky, by power of attorney
Stock symbol
HCP
Transactions as of
Dec 13, 2021
Transactions value $
$0
Form type
4
Date filed
12/15/2021, 06:53 PM
Previous filing
Dec 13, 2021
Next filing
May 16, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HCP Common Stock Other -658K -69.77% 285K Dec 13, 2021 Direct F1, F2, F3
transaction HCP Common Stock Other -285K -100% 0 Dec 13, 2021 Direct F3, F4
transaction HCP Common Stock Other -15.2M -100% 0 Dec 13, 2021 See footnote F1, F5
transaction HCP Common Stock Other -2.34M -100% 0 Dec 13, 2021 See footnote F1, F6
transaction HCP Common Stock Other -700K -100% 0 Dec 13, 2021 See footnote F1, F7

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HCP Class B Common Stock Other +481K 481K Dec 13, 2021 Class A Common Stock 481K Direct F1, F8
transaction HCP Class B Common Stock Other +15.2M 15.2M Dec 13, 2021 Class A Common Stock 15.2M See footnote F1, F5, F8
transaction HCP Class B Common Stock Other +2.34M 2.34M Dec 13, 2021 Class A Common Stock 2.34M See footnote F1, F6, F8
transaction HCP Class B Common Stock Other +700K 700K Dec 13, 2021 Class A Common Stock 700K See footnote F1, F7, F8
transaction HCP Restricted Stock Units Other +73.1K 73.1K Dec 13, 2021 Class B Common Stock 73.1K Direct F1, F9, F10
transaction HCP Restricted Stock Units Other +104K 104K Dec 13, 2021 Class B Common Stock 104K Direct F1, F9, F11
transaction HCP Restricted Stock Units Other +285K 285K Dec 13, 2021 Class A Common Stock 285K Direct F4, F12, F13
transaction HCP Employee Stock Option (right to buy) Other $0 -210K -100% $0.00* 0 Dec 13, 2021 Common Stock 210K $1.03 Direct F1, F14
transaction HCP Employee Stock Option (right to buy) Other $0 +210K $0.00 210K Dec 13, 2021 Class B Common Stock 210K $1.03 Direct F1, F14
transaction HCP Employee Stock Option (right to buy) Other $0 -105K -100% $0.00* 0 Dec 13, 2021 Common Stock 105K $5.70 Direct F1, F15
transaction HCP Employee Stock Option (right to buy) Other $0 +105K $0.00 105K Dec 13, 2021 Class B Common Stock 105K $5.70 Direct F1, F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock 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.
F2 Of the reported shares, 480,916 are represented by shares of Common Stock and the remaining 176,926 are represented by restricted stock units, or RSUs.
F3 The shares are represented by RSUs.
F4 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.
F5 The shares are held of record by the Armon Dadgar 2020 Charitable Trust.
F6 The shares are held of record by the Armon Memaran-Dadgar Living Trust for which the reporting person serves as trustee.
F7 The shares are held of record by Black Swan III, LLC which the reporting person controls.
F8 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.
F9 Each RSU represents a contingent right to receive one share of Issuer Class B Common Stock.
F10 The RSUs vest in nine equal quarterly installments beginning on December 20, 2021.
F11 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.
F12 Each RSU represents a contingent right to receive one share of Issuer Class A Common Stock.
F13 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.
F14 The shares underlying the option vest in 48 equal monthly installments beginning on March 1, 2019.
F15 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.