Carolyn Herzog - Dec 8, 2023 Form 4 Insider Report for Elastic N.V. (ESTC)

Role
Chief Legal Officer
Signature
/s/ Marielle Reints, by power of attorney
Stock symbol
ESTC
Transactions as of
Dec 8, 2023
Transactions value $
-$1,575,596
Form type
4
Date filed
12/12/2023, 07:40 PM
Previous filing
Sep 13, 2023
Next filing
Mar 13, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ESTC Ordinary Shares Award $0 +18.6K +22.93% $0.00 99.5K Dec 8, 2023 Direct F1, F2
transaction ESTC Ordinary Shares Sale -$335K -2.91K -2.93% $114.97 96.6K Dec 11, 2023 Direct F3
transaction ESTC Ordinary Shares Options Exercise $1.1M +14K +14.49% $78.30 111K Dec 12, 2023 Direct
transaction ESTC Ordinary Shares Sale -$153K -1.32K -1.19% $116.00 109K Dec 12, 2023 Direct F4
transaction ESTC Ordinary Shares Sale -$568K -4.91K -4.5% $115.54 104K Dec 12, 2023 Direct
transaction ESTC Ordinary Shares Sale -$1.62M -14K -13.41% $115.43 90.4K Dec 12, 2023 Direct F5

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 ESTC Employee Stock Options (right to buy) Options Exercise $0 -14K -37.21% $0.00 23.6K Dec 12, 2023 Ordinary Shares 14K $78.30 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The ordinary shares are represented by restricted stock units ("RSUs"), which vest in sixteen equal quarterly installments beginning on March 8, 2024.
F2 Includes 271 ordinary shares purchased under the Issuer's Employee Stock Purchase Plan on September 15, 2023.
F3 The ordinary shares were sold to satisfy the reporting person's tax obligations in connection with the vesting of RSUs. This sale was mandated by the Issuer's equity incentive plan which requires the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
F4 The sale of 1,320 ordinary shares was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 31, 2023.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $115.38 to $115.62, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6 The options vest in 48 equal monthly installments beginning on July 8, 2022. As of the transaction date 14,107 ordinary shares underlying the options had vested.