Sec Form 4 Filing - Stolte Chris @ Tableau Software Inc - 2019-08-01

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Stolte Chris
2. Issuer Name and Ticker or Trading Symbol
Tableau Software Inc [ DATA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Co-Founder & Technical Advisor
(Last) (First) (Middle)
1621 N. 34TH ST.
3. Date of Earliest Transaction (MM/DD/YY)
08/01/2019
(Street)
SEATTLE, WA98103
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A common stock 08/01/2019 C 1,138,125 A 1,138,125 D
Class A common stock 08/01/2019 U 1,141,661 D 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B common stock ( 1 ) 08/01/2019 C 1,138,125 ( 1 ) ( 1 ) Class A common stock 1,138,125 $ 0 0 D
Stock Option (Right to Buy) $ 7.17 08/01/2019 D 259,812 ( 3 ) 02/28/2022 Class A common stock 259,812 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Stolte Chris
1621 N. 34TH ST.
SEATTLE, WA98103
X Co-Founder & Technical Advisor
Signatures
Keenan Conder, Attorney-in-fact 08/01/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )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.
( 2 )Pursuant to the Agreement and Plan of Merger, dated as of June 9, 2019 (the "Merger Agreement"), by and among salesforce.com, inc. ("Salesforce"), Sausalito Acquisition Corp. and the Issuer, each share of Class A common stock was tendered in exchange for 1.103 shares of Salesforce common stock, par value $0.001 per share ("Salesforce common stock"), together with cash in lieu of any fractional shares of Salesforce common stock (the "Transaction Consideration"). Upon consummation of the exchange offer and following the conversion of tendered shares of Class B common stock to Class A common stock on a one-to-one basis, the Reporting Person received Transaction Consideration of 1,259,252 shares of Salesforce common stock and $13.10 in lieu of any fractional shares of Salesforce common stock.
( 3 )Pursuant to the Merger Agreement, at the effective time of the merger (the "Effective Time"), each outstanding option will be assumed and automatically 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 Class A common stock subject to the Issuer option immediately prior to the Effective Time by (ii) 1.103, and will otherwise be subject to the same terms and conditions as were applicable to the Issuer option prior to the Effective Time. Upon closing of the merger, the Reporting Person received an option to purchase 286,572 shares of Salesforce common stock.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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