Warren M. Weiss - Sep 20, 2021 Form 4 Insider Report for ForgeRock, Inc. (FORG)

Role
Director
Signature
/s/ Samuel J. Fleischmann, by Power of Attorney for Warren M. Weiss
Stock symbol
FORG
Transactions as of
Sep 20, 2021
Transactions value $
$0
Form type
4
Date filed
9/22/2021, 04:17 PM
Previous filing
Sep 15, 2021
Next filing
May 27, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FORG Common Stock Conversion of derivative security $0 +8.42M $0.00 8.42M Sep 20, 2021 See Footnote F1, F2, F3, F4, F5, F6
transaction FORG Common Stock Conversion of derivative security $0 +128K $0.00 128K Sep 20, 2021 See Footnote F1, F2, F3, F4, F5, F7
transaction FORG Common Stock Other $0 -8.42M -100% $0.00* 0 Sep 20, 2021 See Footnote F1, F6
transaction FORG Common Stock Other $0 -128K -100% $0.00* 0 Sep 20, 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 FORG Series B Preferred Stock Conversion of derivative security $0 -6.66M -100% $0.00* 0 Sep 20, 2021 Common Stock 6.66M See Footnote F2, F6
transaction FORG Series B Preferred Stock Conversion of derivative security $0 -101K -100% $0.00* 0 Sep 20, 2021 Common Stock 101K See Footnote F2, F7
transaction FORG Series C Preferred Stock Conversion of derivative security $0 -1.18M -100% $0.00* 0 Sep 20, 2021 Common Stock 1.18M See Footnote F3, F6
transaction FORG Series C Preferred Stock Conversion of derivative security $0 -18K -100% $0.00* 0 Sep 20, 2021 Common Stock 18K See Footnote F3, F7
transaction FORG Series D Preferred Stock Conversion of derivative security $0 -372K -100% $0.00* 0 Sep 20, 2021 Common Stock 372K See Footnote F4, F6
transaction FORG Series D Preferred Stock Conversion of derivative security $0 -5.66K -100% $0.00* 0 Sep 20, 2021 Common Stock 5.66K See Footnote F4, F7
transaction FORG Series E Preferred Stock Conversion of derivative security $0 -204K -100% $0.00* 0 Sep 20, 2021 Common Stock 204K See Footnote F5, F6
transaction FORG Series E Preferred Stock Conversion of derivative security $0 -3.11K -100% $0.00* 0 Sep 20, 2021 Common Stock 3.11K See Footnote F5, F7
transaction FORG Class B Common Stock Other $0 +8.42M $0.00 8.42M Sep 20, 2021 Class A Common Stock 8.42M See Footnote F1, F6
transaction FORG Class B Common Stock Other $0 +128K $0.00 128K Sep 20, 2021 Class A Common Stock 128K See Footnote F1, F7
* 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 (the "Reclassification"), each share of ForgeRock, Inc.'s (the "Issuer") common stock, par value $0.001 per share (the "Common Stock"), was automatically reclassified into one share of the Issuer's Class B common stock, par value $0.001 per share (the "Class B Common Stock"), immediately prior to the closing of the initial public offering (the "IPO") of the Issuer's Class A common stock, par value $0.001 per share (the "Class A Common Stock"). Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. Additionally, each share of Class B Common Stock will, subject to certain conditions and exceptions, convert automatically into one share of Class A Common Stock upon any transfer.
F2 Each share of Series B Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the IPO and had no expiration date.
F3 Each share of Series C Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the IPO and had no expiration date.
F4 Each share of Series D Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the IPO and had no expiration date.
F5 Each share of Series E Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the closing of the IPO and had no expiration date.
F6 Shares are held by Foundation Capital VII, L.P. ("FC VII"). As a managing member of Foundation Capital Management Co. VII, L.L.C. ("Management"), the general partner of FC VII, Mr. Weiss may be deemed to beneficially own the shares held by FC VII. Mr. Weiss disclaims beneficial ownership of the shares held by FC VII, except to the extent of his pecuniary interest therein.
F7 Shares are held by Foundation Capital VII Principals Fund, L.L.C. ("Principals"). As a managing member of Management, the manager of Principals, Mr. Weiss may be deemed to beneficially own the shares held by Principals. Mr. Weiss disclaims beneficial ownership of the shares held by Principals, except to the extent of his pecuniary interest therein.