Sec Form 4 Filing - CANADA PENSION PLAN INVESTMENT BOARD @ Bloom Energy Corp - 2020-09-14

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 CANADA PENSION PLAN INVESTMENT BOARD 2. Issuer Name and Ticker or Trading Symbol Bloom Energy Corp [ BE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) ONE QUEEN STREET EAST, STE 2500 3. Date of Earliest Transaction (MM/DD/YY) 09/14/2020 (Street) TORONTO ONTARIO, A6M5C 2W5 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, par value $0.0001 ( 1 ) 09/14/2020 C 9,206,695 A 9,206,695 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 10.0% Convertible Senior Secured Notes due 2021 ( 1 ) ( 1 ) 09/14/2020 C ( 2 )( 3 ) ( 2 )( 3 ) Class B Common Stock 9,206,695 ( 1 ) $ 96,208,809 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CANADA PENSION PLAN INVESTMENT BOARD ONE QUEEN STREET EAST STE 2500 TORONTO ONTARIO, A6M5C 2W5 X Signatures /s/ Kathryn J. Daniels, Title: Managing Director, Head of Compliance Canada Pension Plan Investment Board 09/15/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On September 14, 2020, the Reporting Person concurrently delivered notices effecting the conversion of $73,653,561.00 principal amount of 10.0% Convertible Senior Secured Notes due 2021 (the "Notes") into 9,206,695 shares of the Issuer's Class A common stock. ( 2 )The outstanding principal of the Notes is convertible at any time prior to maturity at the option of the holders thereof into shares of the Issuer's Class B common stock at a conversion price of $8.00. The Notes will mature on December 1, 2021 and will bear interest at a fixed rate per annum equal to 10.00%, payable monthly in cash. The Class B common stock is convertible into the Issuer's Class A common stock on a 1-for-1 basis (a) at the holder's option or (b) upon any transfer except certain permitted transfers. ( 3 )All the outstanding shares of Class B common stock will convert automatically into shares of Class A common stock upon the date that is the earliest to occur of (i) immediately prior to the close of business on the fifth anniversary of the closing of Issuer's initial public offering, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B common stock represent less than five percent (5%) of the aggregate number of shares of Class A common stock and Class B common stock then outstanding, (iii) the date and time, or the occurrence of an event, specified in a written conversion election delivered by KR Sridhar to the Secretary or Chairman of the Board to so convert all shares of Class B common stock, or (iv) immediately following the date of the death of KR Sridhar.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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