Sec Form 4 Filing - Li Ping @ Cloudera, Inc. - 2017-10-02

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
Li Ping
2. Issuer Name and Ticker or Trading Symbol
Cloudera, Inc. [ CLDR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O CLOUDERA, INC., 1001 PAGE MILL ROAD, BUILDING 3
3. Date of Earliest Transaction (MM/DD/YY)
10/02/2017
(Street)
PALO ALTO, CA94304
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
Common Stock 10/02/2017 S 466,328 D $ 15.792 850,559 I By Accel Investors 2008 L.L.C. ( 1 ) ( 2 )
Common Stock 10/02/2017 S 4,459,070 D $ 15.792 8,133,112 I By Accel X L.P. ( 2 )
Common Stock 10/02/2017 S 337,900 D $ 15.792 616,315 I By Accel X Strategic Partners L.P. ( 1 ) ( 2 )
Common Stock 10/02/2017 S 1,068,794 D $ 15.792 1,949,426 I By Accel Growth Fund II L.P. ( 3 ) ( 4 )
Common Stock 10/02/2017 S 77,387 D $ 15.792 141,150 I By Accel Growth Fund II Strategic Partners L.P. ( 3 ) ( 4 )
Common Stock 10/02/2017 S 104,016 D $ 15.792 189,720 I By Accel Growth Fund Investors 2012 L.L.C. ( 4 )
Common Stock 10/02/2017 S 1,382 D $ 15.792 0 I By Accel Investors 2013 L.L.C. ( 5 )
Common Stock 10/02/2017 S 13,007 D $ 15.792 0 I By Accel XI, L.P. ( 5 ) ( 6 )
Common Stock 10/02/2017 S 978 D $ 15.792 0 I By Accel XI Strategic Partners L.P. ( 5 ) ( 6 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Li Ping
C/O CLOUDERA, INC.
1001 PAGE MILL ROAD, BUILDING 3
PALO ALTO, CA94304
X X
Signatures
/s/ Ping Li by Jay Wedge, Attorney-in-Fact 10/04/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Andrew G. Braccia, Kevin J. Efrusy, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock and Richard P. Wong are the Managing Members of Accel Investors 2008 L.L.C. and Accel X Associates L.L.C. and share voting and investment powers over such shares.
( 2 )Accel X Associates L.L.C. is the general partner of Accel X L.P. and Accel X Strategic Partners L.P. and has the sole voting and investment power.
( 3 )Accel Growth Fund II Associates L.L.C. ("AGF II Associates") is the general partner of Accel Growth Fund II L.P. ("AGF II") and Accel Growth Fund II Strategic Partners L.P. ("AGF II Strategic") and has the sole voting and investment power.
( 4 )Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock, Ryan J. Sweeney and Richard P. Wong are the Managing Members of AGF II Associates and Accel Growth Fund Investors 2012 L.L.C. and share voting and investment powers over such shares.
( 5 )Andrew G. Braccia, Sameer K. Gandhi, Ping Li (who is a director of the Issuer), Tracy L. Sedlock and Richard P. Wong are the Managing Members of Accel Investors 2013 L.L.C. and Accel XI Associates L.L.C. and share voting and investment powers over such shares.
( 6 )Accel XI Associates L.L.C. is the General Partner of Accel XI, L.P. and Accel XI Strategic Partners L.P. and has the sole voting and investment power.

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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