Armon Dadgar - Jun 1, 2023 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
Jun 1, 2023
Transactions value $
-$1,725,843
Form type
4
Date filed
6/5/2023, 07:11 PM
Previous filing
May 23, 2023
Next filing
Jun 22, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HCP Class A Common Stock Sale -$249K -7.3K -0.47% $34.06 1.55M Jun 1, 2023 See footnote F1, F2, F3
transaction HCP Class A Common Stock Sale -$1.07M -30.7K -1.98% $34.78 1.52M Jun 1, 2023 See footnote F1, F3, F4
transaction HCP Class A Common Stock Conversion of derivative security -11.7K -12.51% 81.7K Jun 1, 2023 See footnote F5, F6
transaction HCP Class A Common Stock Sale -$8.19K -234 -0.29% $35.00 81.4K Jun 1, 2023 See footnote F1, F6
transaction HCP Class A Common Stock Sale -$401K -11.4K -14.05% $35.05 70K Jun 2, 2023 See footnote F1, F6, F7
holding HCP Class A Common Stock 22.7K Jun 1, 2023 Direct
holding HCP Class A Common Stock 282K Jun 1, 2023 See footnote F8

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 Conversion of derivative security $0 -11.7K -1.84% $0.00 622K Jun 1, 2023 Class A Common Stock 11.7K See footnote F5, F6
holding HCP Class B Common Stock 481K Jun 1, 2023 Class A Common Stock 481K Direct F5
holding HCP Class B Common Stock 13.3M Jun 1, 2023 Class A Common Stock 13.3M See footnote F3, F5
holding HCP Class B Common Stock 2.06M Jun 1, 2023 Class A Common Stock 2.06M See footnote F5, F8
* 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 sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 6, 2022.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.45 to $34.44, 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 ranges set forth in footnotes (2), (4) and (6) to this Form 4.
F3 The shares are held of record by the Armon Dadgar 2020 Charitable Trust.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.45 to $34.97, inclusive.
F5 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.
F6 The shares are held of record by Black Swan III, LLC which the reporting person controls.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.00 to $35.18, inclusive.
F8 The shares are held of record by the Armon Memaran-Dadgar Living Trust for which the reporting person serves as trustee.