Stephen Ward Jr - Dec 9, 2024 Form 4 Insider Report for C3.ai, Inc. (AI)

Role
Director
Signature
/s/ Eric Jensen, Attorney-in-Fact
Stock symbol
AI
Transactions as of
Dec 9, 2024
Transactions value $
-$4,682,320
Form type
4
Date filed
12/11/2024, 08:16 PM
Previous filing
Oct 15, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AI Class A Common Stock Options Exercise $481K +103K +18.81% $4.68 649K Dec 9, 2024 Direct F1
transaction AI Class A Common Stock Options Exercise $86.6K +22.2K +3.42% $3.90 671K Dec 9, 2024 Direct F1
transaction AI Class A Common Stock Sale -$5.25M -125K -18.62% $42.00 546K Dec 9, 2024 Direct F1, F2

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 AI Stock Option (Right to Buy) Options Exercise $0 -103K -66.16% $0.00 52.6K Dec 9, 2024 Class A Common Stock 103K $4.68 Direct F1, F3
transaction AI Stock Option (Right to Buy) Options Exercise $0 -22.2K -100% $0.00 0 Dec 9, 2024 Class A Common Stock 22.2K $3.90 Direct F1, F4
* 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 transaction being reported was effected pursuant to a previously established Rule 10b5-1 trading plan dated March 26, 2024.
F2 Represents weighted average sales price. The shares were sold at prices ranging from $42.00 to $42.08. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
F3 Provided the Reporting Person remains a director of the Company and attends in person the regularly scheduled meeting of the Board during each fiscal quarter, commencing on October 17, 2019, then 5% of the shares subject to the option shall vest on the last day of such fiscal quarter (the "Quarterly Shares") during the term of the option, provided, however, if the Reporting Person fails to attend any such regularly scheduled meeting, then vesting for the Quarterly Shares shall not occur and will be suspended (any such suspended Quarterly Shares being referred to collectively as the "Suspended Shares"). For any Suspended Shares, such shares shall vest only following the fifth anniversary of the applicable Vesting Commencement Date, if the Reporting Person satisfies the attendance requirements in subsequent periods.
F4 Fully vested.