Sec Form 4 Filing - Ittycheria Dev @ MongoDB, Inc. - 2020-07-02

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 Ittycheria Dev 2. Issuer Name and Ticker or Trading Symbol MongoDB, Inc. [ MDB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President & CEO (Last) (First) (Middle) C/O MONGODB, INC., 1633 BROADWAY, 38TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 07/02/2020 (Street) NEW YORK, NY10019 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 07/02/2020 S( 1 ) 8,963 D $ 222.85 232,204 D Class A Common Stock 07/02/2020 S( 1 ) 192 D $ 224.28 ( 2 ) 232,012 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 Employee Stock Option (Right to Buy) $ 6.5 06/11/2020 J( 3 ) V 63,855 ( 4 ) 09/12/2024 Class B Common Stock 63,855 $ 0 0 D Employee Stock Option (Right to Buy) $ 6.5 06/11/2020 J( 3 ) V 63,855 ( 4 ) 09/12/2024 Class A Common Stock 63,855 $ 0 63,855 D Employee Stock Option (Right to Buy) $ 6.5 06/11/2020 J( 3 ) V 1,074,181 ( 5 ) 09/12/2024 Class B Common Stock 1,074,181 $ 0 0 D Employee Stock Option (Right to Buy) $ 6.5 06/11/2020 J( 3 ) V 1,074,181 ( 5 ) 09/12/2024 Class A Common Stock 1,074,181 $ 0 1,074,181 D Employee Stock Option (Right to Buy) $ 6.5 06/11/2020 J( 3 ) V 200,000 ( 5 ) 09/12/2024 Class B Common Stock 200,000 $ 0 0 D Employee Stock Option (Right to Buy) $ 6.5 06/11/2020 J( 3 ) V 200,000 ( 5 ) 09/12/2024 Class A Common Stock 200,000 $ 0 200,000 D Employee Stock Option (Right to Buy) $ 6.5 06/11/2020 J( 3 ) V 750,000 ( 6 ) 04/13/2026 Class B Common Stock 750,000 $ 0 0 D Employee Stock Option (Right to Buy) $ 6.5 06/11/2020 J( 3 ) V 750,000 ( 6 ) 04/13/2026 Class A Common Stock 750,000 $ 0 750,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Ittycheria Dev C/O MONGODB, INC. 1633 BROADWAY, 38TH FLOOR NEW YORK, NY10019 X President & CEO Signatures /s/ Sophie Hubscher, Attorney-in-Fact 07/07/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The transaction reported represents the sale of shares of Class A common stock to satisfy the Reporting Person's tax withholding obligations in connection with the non-reportable vesting and settlement of restricted stock units. ( 2 )The price reported is a weighted average sales price. The shares were sold in multiple transactions at prices ranging from $224.21 to $224.33, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. ( 3 )This does not represent an acquisition or a disposition. On June 11, 2020, each share of the Issuer's Class B common stock automatically converted into one share the Issuer's Class A common stock, which occurred when the outstanding Class B common stock represented less than 10% of the aggregate number of shares of the Issuer's then outstanding Class A common stock and Class B common stock, as set forth in the Issuer's amended and restated certificate of incorporation. Upon the conversion, any outstanding options that were denominated in shares of Class B common stock and issued under any of the Company's equity incentive plans, remained unchanged, except that they now represent the right to receive shares of Class A common stock. ( 4 )44,698 shares underlying this option are immediately exercisable, subject to a repurchase right in the Issuer's favor which lapses in accordance with the option's vesting schedule. The remaining 19,157 shares shall become exercisable in 3 substantially equal annual installments beginning on January 1, 2021, subject to the Reporting Person providing continuous service to the Issuer on each such date. ( 5 )Immediately exercisable and fully vested. ( 6 )All shares underlying this option are immediately exercisable, subject to a repurchase right in the Issuer's favor which lapses in accordance with the option's vesting schedule. 541,666 shares are vested. The remaining 208,334 shares shall vest in 10 substantially equal monthly installments beginning on July 13, 2020, subject to the Reporting Person providing continuous service to the Issuer on each such date.

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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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