Peter H. Fenton - Jun 15, 2021 Form 4 Insider Report for Cloudera, Inc. (CLDR)

Role: Director
Signature: /s/ An-Yen Hu by power of attorney for Peter Fenton
Stock symbol: CLDR
Transactions as of: Jun 15, 2021
Transactions value $: $0
Form type: 4
Date filed: 6/17/2021, 08:01 PM
Next filing: Sep 29, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CLDR	Common Stock	Options Exercise		+19.1K	+2.28%		859K	Jun 15, 2021	Direct	F1
holding	CLDR	Common Stock						395K	Jun 15, 2021	By Benchmark Capital Partners VI, L.P.	F2
holding	CLDR	Common Stock						8.27M	Jun 15, 2021	By Benchmark Capital Partners VII, L.P	F3

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	CLDR	Restricted Stock Units	Options Exercise	$0	-19.1K	-100%	$0.00^*	0	Jun 15, 2021	Common Stock	19.1K		Direct	F1, F4
transaction	CLDR	Restricted Stock Units	Award	$0	+14.5K		$0.00	14.5K	Jun 16, 2021	Common Stock	14.5K		Direct	F1, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.
F2	Shares held of record by Benchmark Capital Partners VI, L.P. ("BCP VI"), as nominee for BCP VI, Benchmark Founders' Fund VI, L.P. ("BFF VI"), Benchmark Founders' Fund VI-B, L.P. ("BFF VI-B") and related persons. Benchmark Capital Management Co. VI, L.L.C. ("BCMC VI"), the general partner of each of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole voting and investment power over such shares. Peter H. Fenton is a managing member of BCMC VI, which serves as general partner to BCP VI, BFF VI and BFF VI-B, and may be deemed to share voting and investment power over the shares beneficially held by such entities. Mr. Fenton and each such entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).
F3	Shares held of record by Benchmark Capital Partners VII, L.P. ("BCP VII"), as nominee for BCP VII, Benchmark Founders' Fund VII, L.P. ("BFF VII"), Benchmark Founders' Fund VII-B, L.P. ("BFF VII-B") and related persons. Benchmark Capital Management Co. VII, L.L.C. ("BCMC VII"), the general partner of each of BCP VII, BFF VII and BFF VII-B, may be deemed to have sole voting and investment power over such shares. Peter H. Fenton is a managing member of BCMC VII, which serves as general partner to BCP VII, BFF VII and BFF VII-B, and may be deemed to share voting and investment power over the shares beneficially held by such entities. Mr. Fenton and each such entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).
F4	The RSUs vested as to 100% of the total shares on June 15, 2021.
F5	RSUs will vest as to 100% of the shares on June 15, 2022, subject to continued service with the Company through such date, provided, however, that (i) 100% of the shares will vest in the event of a Company Transaction that is not a Related Party Transaction (each as defined in the Plan) and (ii) in the event that the reporting person does not stand for reelection at, or is not re-elected at, or resigns effective as of, the 2022 Annual Meeting of Stockholders (but the reporting person continues to serve on the Board until the date of such meeting), then 100% of the total shares shall vest on the date of the 2022 Annual Meeting of Stockholders.