Cal Henderson - 21 Jul 2021 Form 4 Insider Report for Slack Technologies, Inc.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
21 Jul 2021, 16:36:44 UTC
Prior SEC filing
06 Jul 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ David Schellhase, as Attorney-in-Fact

Key filing fact

Cal Henderson filed Form 4 for Slack Technologies, Inc. on 21 Jul 2021.

Key facts

  • This page summarizes Cal Henderson's Form 4 filing for Slack Technologies, Inc..
  • 36 reported transactions and 16 derivative rows are listed below.
  • Accepted by SEC: 21 Jul 2021, 16:36.

Change

  • Previous filing in this sequence was filed on 06 Jul 2021.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+13,218,173
Change %
+15432%
Price
Shares after
13,303,828
Date
21 Jul 2021
Ownership
By trust
Footnotes
F1, F2
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+222,200
Change %
Price
Shares after
222,200
Date
21 Jul 2021
Ownership
By trust
Footnotes
F1, F3
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+222,200
Change %
Price
Shares after
222,200
Date
21 Jul 2021
Ownership
By trust
Footnotes
F1, F4
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+222,200
Change %
Price
Shares after
222,200
Date
21 Jul 2021
Ownership
By trust
Footnotes
F1, F5
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+222,200
Change %
Price
Shares after
222,200
Date
21 Jul 2021
Ownership
By trust
Footnotes
F1, F6
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+56,632
Change %
Price
Shares after
56,632
Date
21 Jul 2021
Ownership
See footnote
Footnotes
F1, F7
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+33,706
Change %
Price
Shares after
33,706
Date
21 Jul 2021
Ownership
By trust
Footnotes
F1, F8
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+8,427
Change %
Price
Shares after
8,427
Date
21 Jul 2021
Ownership
By trust
Footnotes
F1, F9
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+29,493
Change %
Price
Shares after
29,493
Date
21 Jul 2021
Ownership
By trust
Footnotes
F1, F10
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+12,640
Change %
Price
Shares after
12,640
Date
21 Jul 2021
Ownership
By trust
Footnotes
F1, F11
WORK transaction

Class A Common Stock

Conversion of derivative security

Transaction value
Shares
+233,854
Change %
+612%
Price
Shares after
272,092
Date
21 Jul 2021
Ownership
Direct
Footnotes
F1
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-13,303,828
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Footnotes
F2, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-222,200
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Footnotes
F3, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-222,200
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Footnotes
F4, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-222,200
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Footnotes
F5, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-222,200
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Footnotes
F6, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-56,632
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
See footnote
Footnotes
F7, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-33,706
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Footnotes
F8, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-8,427
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Footnotes
F9, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-29,493
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Footnotes
F10, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-12,640
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Footnotes
F11, F12
WORK transaction

Class A Common Stock

Disposition pursuant to a tender of shares in a change of control transaction

Transaction value
Shares
-272,092
Change %
-100%
Price
Shares after
0
Date
21 Jul 2021
Ownership
Direct
Footnotes
F12, F13

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-13,218,173
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
13,218,173
Exercise price
Footnotes
F1, F2
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-222,200
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
222,200
Exercise price
Footnotes
F1, F3
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-222,200
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
222,200
Exercise price
Footnotes
F1, F4
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-222,200
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
222,200
Exercise price
Footnotes
F1, F5
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-222,200
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
222,200
Exercise price
Footnotes
F1, F6
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-56,632
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
See footnote
Underlying class
Class A Common Stock
Underlying amount
56,632
Exercise price
Footnotes
F1, F7, F14
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-33,706
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
33,706
Exercise price
Footnotes
F1, F8, F15
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-8,427
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
8,427
Exercise price
Footnotes
F1, F9, F16
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-29,493
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
29,493
Exercise price
Footnotes
F1, F10, F17
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-12,640
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
12,640
Exercise price
Footnotes
F1, F11, F18
WORK transaction Derivative

Class B Common Stock

Conversion of derivative security

Transaction value
$0
Shares
-233,854
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
233,854
Exercise price
Footnotes
F1, F19
WORK transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value
$0
Shares
-78,750
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
78,750
Exercise price
Footnotes
F22, F23, F24
WORK transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-78,000
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
Direct
Underlying class
Class B Common Stock
Underlying amount
78,000
Exercise price
$10.56
Footnotes
F25
WORK transaction Derivative

Stock Option (Right to Buy)

Disposed to Issuer

Transaction value
$0
Shares
-103,122
Change %
-100%
Price
$0.000000*
Shares after
0
Date
21 Jul 2021
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
103,122
Exercise price
$24.31
Footnotes
F25
WORK holding Derivative

Class B Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
0
Exercise price
Footnotes
F1, F15, F16, F19, F20
WORK holding Derivative

Class B Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
0
Date
21 Jul 2021
Ownership
By trust
Underlying class
Class A Common Stock
Underlying amount
0
Exercise price
Footnotes
F1, F14, F17, F18, F21
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Cal Henderson is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 25 footnotes

Footnote F1

Upon consummation of the exchange offer (as described below), each share of tendered Class B common stock, par value $0.0001 per share, converted on a one-to-one basis into Class A common stock, par value $0.0001 per share.

Footnote F2

Shares held of record by Cal Henderson and Rebecca Reeve Henderson, Trustees of The Henderson Family Trust u/a/d/ 7/21/2016.

Footnote F3

Shares held of record by First Republic Trust Company of Delaware LLC and Cal Henderson, Trustees of The Theodore Henderson GST Exempt Trust under the Cal Henderson Family 2019 Irrevocable Trust dated May 22, 2019.

Footnote F4

Shares held of record by First Republic Trust Company of Delaware LLC and Cal Henderson, Trustees of The William Franklin Henderson GST Exempt Trust under the Cal Henderson Family 2019 Irrevocable Trust dated May 22, 2019.

Footnote F5

Shares held of record by First Republic Trust Company of Delaware LLC and Rebecca Reeve Henderson, Trustees of The Theodore Henderson GST Exempt Trust under the Rebecca Reeve Henderson Family 2019 Irrevocable Trust dated May 22, 2019.

Footnote F6

Shares held of record by First Republic Trust Company of Delaware LLC and Rebecca Reeve Henderson, Trustees of The William Franklin Henderson GST Exempt Trust under the Rebecca Reeve Henderson Family 2019 Irrevocable Trust dated May 22, 2019.

Footnote F7

Shares held of record by Rebecca Reeve Henderson, spouse of the Reporting Person, and as such, may be deemed to be beneficially held by the Reporting Person.

Footnote F8

Shares held of record by First Republic Trust Company of Delaware LLC and Cal Henderson, Trustees of The Cal Henderson 2019 Siblings Irrevocable Trust dated May 22, 2019.

Footnote F9

Shares held of record by First Republic Trust Company of Delaware LLC and Cal Henderson, Trustees of The Cal Henderson 2019 Parents Irrevocable Trust dated May 22, 2019.

Footnote F10

Shares held of record by First Republic Trust Company of Delaware LLC and Rebecca Reeve Henderson, Trustees of The Rebecca Reeve Henderson 2019 Siblings Irrevocable Trust dated May 22, 2019.

Footnote F11

Shares held of record by First Republic Trust Company of Delaware LLC and Rebecca Reeve Henderson, Trustees of The Rebecca Reeve Henderson 2019 Parents Irrevocable Trust dated May 22, 2019.

Footnote F12

Pursuant to the Agreement and Plan of Merger, dated as of December 1, 2020 (the "Merger Agreement"), by and among salesforce.com, inc. ("Salesforce"), Skyline Strategies I Inc., Skyline Strategies II LLC, and the Issuer, each share of the Issuer's common stock was tendered in exchange for (i) 0.0776 shares of Salesforce common stock and (ii) $26.79 in cash, together with cash in lieu of any fractional shares of Salesforce common stock.

Footnote F13

Includes 30,919 shares of Class A common stock subject to restricted stock units ("RSUs") of the Issuer. Pursuant to the Merger Agreement, at the effective time of the merger (the "Effective Time"), each of the Issuer's RSUs were assumed and converted into an RSU with respect to a number of shares of Salesforce common stock (rounded down to the nearest whole share) determined by multiplying (i) the number of shares of common stock subject to the Issuer RSU immediately prior to the Effective Time by (ii) the "option/RSU conversion ratio" as defined in the definitive proxy statement filed by the Issuer with the SEC on January 29, 2021. The converted RSU will otherwise be subject to the same terms and conditions as were applicable to the Issuer RSU prior to the Effective Time.

Footnote F14

Reflects 26,588 shares of Class A common stock distributed by The Rebecca Reeve Henderson 2019 Grantor Retained Annuity Trust dated May 22, 2019 to Rebecca Reeve Henderson on July 7, 2021, for no consideration, resulting in a change of form of beneficial ownership in accordance with the exemption afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

Footnote F15

Reflects 33,706 shares of Class A common stock distributed by The Cal Henderson 2019 Grantor Retained Annuity Trust dated May 22, 2019 to The Cal Henderson 2019 Siblings Irrevocable Trust on July 7, 2021, for no consideration, resulting in a change of form of beneficial ownership in accordance with the exemption afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

Footnote F16

Reflects 8,427 shares of Class A common stock distributed by The Cal Henderson 2019 Grantor Retained Annuity Trust dated May 22, 2019 to The Cal Henderson 2019 Parents Irrevocable Trust on July 7, 2021, for no consideration, resulting in a change of form of beneficial ownership in accordance with the exemption afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

Footnote F17

Reflects 29,493 shares of Class A common stock distributed by The Rebecca Reeve Henderson 2019 Grantor Retained Annuity Trust dated May 22, 2019 to The Rebecca Reeve Henderson 2019 Siblings Irrevocable Trust on July 7, 2021, for no consideration, resulting in a change of form of beneficial ownership in accordance with the exemption afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

Footnote F18

Reflects 12,640 shares of Class A common stock distributed by The Rebecca Reeve Henderson 2019 Grantor Retained Annuity Trust dated May 22, 2019 to The Rebecca Reeve Henderson 2019 Parents Irrevocable Trust on July 7, 2021, for no consideration, resulting in a change of form of beneficial ownership in accordance with the exemption afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

Footnote F19

Reflects 26,588 shares of Class A common stock distributed by The Cal Henderson 2019 Grantor Retained Annuity Trust dated May 22, 2019 to the Reporting Person on July 7, 2021, for no consideration, resulting in a change of form of beneficial ownership in accordance with the exemption afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended.

Footnote F20

Shares held of record by Cal Henderson, Trustee of The Cal Henderson 2019 Grantor Retained Annuity Trust dated May 22, 2019.

Footnote F21

Shares held of record by Rebecca Reeve Henderson, Trustee of The Rebecca Reeve Henderson 2019 Grantor Retained Annuity Trust dated May 22, 2019.

Footnote F22

This RSU represents the right to receive shares of Class B common stock.

Footnote F23

Pursuant to the Merger Agreement, at the Effective Time, each of the Issuer's RSUs were assumed and converted into an RSU with respect to a number of shares of Salesforce common stock (rounded down to the nearest whole share) determined by multiplying (i) the number of shares of common stock subject to the Issuer RSU immediately prior to the Effective Time by (ii) the option/RSU conversion ratio. The converted RSU will otherwise be subject to the same terms and conditions as were applicable to the Issuer RSU prior to the Effective Time.

Footnote F24

Not applicable.

Footnote F25

Pursuant to the Merger Agreement, at the Effective Time, each outstanding option was assumed and converted into an option to purchase the number of shares of Salesforce common stock (rounded down to the nearest whole share) determined by multiplying (i) the number of shares of common stock subject to the Issuer option immediately prior to the Effective Time by (ii) the option/RSU conversion ratio, with an exercise price determined by dividing (i) the exercise price of the Issuer option immediately prior to the Effective Time by (ii) the option/RSU conversion ratio. The converted option will otherwise be subject to the same terms and conditions as were applicable to the Issuer option prior to the Effective Time.

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