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Sec Form 4 Filing - Sridhar KR @ Bloom Energy Corp - 2020-11-17

  1. About Form 4 Filing: Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security. The initial filing is on Form 3 and changes are reported on Form 4. The Annual Statement of beneficial ownership of securities is on Form 5. The forms contain information on the reporting person's relationship to the company and on purchases and sales of such equity securities.
  2. Form 4 is stored in SEC's EDGAR database. EDGAR is Electronic Data Gathering, Analysis and Retrieval System. It is a registered trademark of the SEC.

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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)
President & CEO
(Last)
(First)
(Middle)
4353 NORTH FIRST STREET
3. Date of Earliest Transaction (MM/DD/YY)
11/17/2020
(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 11/18/2020 C 326,288 A $ 0 768,383 D
Class A Common Stock 11/18/2020 C 111,493 A $ 0 879,876 D
Class A Common Stock 11/18/2020 S( 1 ) 452,299 D $ 19.2295 ( 2 ) 427,577 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 ( 3 ) 09/11/2020 G 133,333 ( 3 ) ( 3 ) Class A Common Stock 133,333 $ 0 1,308,516 D
Class B Common Stock ( 3 ) 09/11/2020 G 133,333 ( 3 ) ( 3 ) Class A Common Stock 133,333 $ 0 1,175,183 D
Class B Common Stock ( 3 ) 09/11/2020 G 133,334 ( 3 ) ( 3 ) Class A Common Stock 133,334 $ 0 1,041,849 D
Class B Common Stock ( 3 ) 09/11/2020 G 133,333 ( 3 ) ( 3 ) Class A Common Stock 133,333 $ 0 133,333 I By trust ( 4 )
Class B Common Stock ( 3 ) 09/11/2020 G 133,333 ( 3 ) ( 3 ) Class A Common Stock 133,333 $ 0 133,333 I By trust ( 5 )
Class B Common Stock ( 3 ) 09/11/2020 G 133,334 ( 3 ) ( 3 ) Class A Common Stock 133,334 $ 0 133,334 I By trust ( 6 )
Restricted Stock Units ( 7 ) 11/17/2020 M 620,988 ( 8 ) ( 7 ) Class B Common Stock 620,988 $ 0 0 D
Class B Common Stock ( 3 ) 11/17/2020 M 620,988 ( 3 ) ( 3 ) Class A Common Stock 620,988 $ 0 1,688,223 ( 9 ) D
Restricted Stock Units ( 7 ) 11/17/2020 M 212,191 ( 10 ) ( 7 ) Class B Common Stock 212,191 $ 0 0 D
Class B Common Stock ( 3 ) 11/17/2020 M 212,191 ( 3 ) ( 3 ) Class A Common Stock 212,191 $ 0 1,900,414 D
Class B Common Stock ( 3 ) 11/18/2020 C 326,288 ( 3 ) ( 3 ) Class A Common Stock 326,288 $ 0 1,574,126 D
Class B Common Stock ( 3 ) 11/18/2020 C 111,493 ( 3 ) ( 3 ) Class A Common Stock 111,493 $ 0 1,462,633 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sridhar KR
4353 NORTH FIRST STREET
SAN JOSE, CA95134
X President & CEO
Signatures
/s/ Shawn Soderberg, as attorney-in-fact 11/20/2020
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Sales of shares to satisfy tax withholding obligations incurred in connection with the settlement of vested restricted stock units. Such sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
( 2 )The price reported represents the weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $18.75 to $20.02 per share. Upon request by the staff of the Securities and Exchange Commission, the Issuer, or any security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
( 3 )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. 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 July 27, 2018, (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 of the Issuer or Chairman of the Issuer's Board to so convert all shares of Class B Common Stock, or (iv) immediately following the date of the death of KR Sridhar.
( 4 )Held by the KR Sridhar & Sudha Sarma 2020 Two Year GRAT, of which the Reporting Person is a trustee.
( 5 )Held by the KR Sridhar & Sudha Sarma 2020 Three Year GRAT, of which the Reporting Person is a trustee.
( 6 )Held by the KR Sridhar & Sudha Sarma 2020 Four Year GRAT, of which the Reporting Person is a trustee.
( 7 )Each RSU represents a contingent right to receive one (1) share of the Issuer's Class B Common Stock upon settlement.
( 8 )These RSU's will vest on the first allowable trading day following the one-year anniversary of July 24, 2018, subject to the Company's Insider Trading Policy and trading window and to the Reporting Person's continued service through each vesting date.
( 9 )Includes a total of 25,386 shares transferred from the Reporting Person's Grantor Retained Annuity Trusts.
( 10 )The RSU will vest 50% at the end of lock-up period and during an open trading window and the remaining 50% will vest on the first allowable trading date following the one-year anniversary of July 27, 2018, subject to the Company's Insider Trading Policy and trading window and to the Reporting Person's continued service with the Issuer through each vesting 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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.