Sec Form 4 Filing - Sridhar KR @ Bloom Energy Corp - 2023-12-31

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
Sridhar KR
2. Issuer Name and Ticker or Trading Symbol
Bloom Energy Corp [ BE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman & CEO
(Last) (First) (Middle)
4353 NORTH FIRST STREET
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2023
(Street)
SAN JOSE, CA95134
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 03/15/2024 A( 1 ) 101,445 A $ 0 2,753,354 ( 2 ) D
Class A Common Stock 03/18/2024 S( 3 ) 50,746 D $ 9.74 ( 4 ) 2,702,608 D
Class A Common Stock 72,106 ( 2 ) ( 5 ) I By trusts ( 6 )
Class A Common Stock 537,487 ( 2 ) ( 5 ) I By trusts ( 7 )
Class A Common Stock 503,052 ( 2 ) I By trusts ( 8 )
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
Sridhar KR
4353 NORTH FIRST STREET
SAN JOSE, CA95134
X Chairman & CEO
Signatures
/s/ Shawn M. Soderberg, as attorney-in-fact 03/22/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On May 12, 2021, the Reporting Person was granted a performance stock unit ("PSU") award for a target number of 600,000 shares of the Issuer's Class A Common Stock, par value $0.0001 per share (the "Class A Common Stock"), subject to the achievement of certain financial performance criteria during the performance period. The Reporting Person partially met the performance criteria for one-quarter of the shares as determined by the Compensation Committee on March 15, 2024, which resulted in a payout of 0.6763 times the target. The PSUs vested immediately upon such determination by the Compensation Committee. As a condition to settlement of the PSUs, the Reporting Person has agreed to hold such shares (net of any sales to cover tax withholding obligation) until the earlier of March 15, 2026 and the Reporting Person's termination of service to the Issuer.
( 2 )Includes shares of Class A Common Stock received upon the automatic conversion of the Issuer's Class B Common Stock, par value $0.0001 per share (the "Class B Common Stock") pursuant to the Issuer's Restated Certificate of Incorporation.
( 3 )Sale of shares to cover tax withholding obligation incurred upon settlement of PSUs effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
( 4 )The price reported represents the weighted average sale price per share. The shares were sold in multiple transactions at prices ranging from $9.69 to $9.84. Upon request by the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
( 5 )Reflects a transaction in which a GRAT for which the Reporting Person is a trustee transferred shares of Class A Common Stock to a trust for the benefit of the Reporting Person's children sharing the Reporting Person's household in connection with the termination of the GRAT pursuant to its terms. This transaction did not change the number of shares of Class A Common Stock indirectly beneficially owned by the Reporting Person.
( 6 )Held by GRATs for which the Reporting Person is a trustee.
( 7 )Held by trusts for the benefit of the Reporting Person's children sharing the Reporting Person's household.
( 8 )Held by trusts for which the Reporting Person is a trustee.

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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