Sec Form 4 Filing - Brennan Susan Seilheimer @ Bloom Energy Corp - 2021-01-25

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 Brennan Susan Seilheimer 2. Issuer Name and Ticker or Trading Symbol Bloom Energy Corp [ BE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & COO (Last) (First) (Middle) 4353 NORTH FIRST STREET 3. Date of Earliest Transaction (MM/DD/YY) 01/25/2021 (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 01/26/2021 C 3,333 A $ 0 212,192 D Class A Common Stock 01/26/2021 C 9,777 A $ 0 221,969 D Class A Common Stock 01/26/2021 S( 1 ) 4,664 D $ 38.8795 ( 2 ) 217,305 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 Restricted Stock Units ( 3 ) 01/25/2021 M 3,333 ( 4 ) ( 4 ) Class B Common Stock 3,333 $ 0 0 D Class B Common Stock ( 5 ) 01/25/2021 M 3,333 ( 5 ) ( 5 ) Class A Common Stock 3,333 $ 0 3,333 D Restricted Stock Units ( 3 ) 01/25/2021 M 9,777 ( 6 ) ( 6 ) Class B Common Stock 9,777 $ 0 0 D Class B Common Stock ( 5 ) 01/25/2021 M 9,777 ( 5 ) ( 5 ) Class A Common Stock 9,777 $ 0 13,110 D Class B Common Stock ( 5 ) 01/26/2021 C 3,333 ( 5 ) ( 5 ) Class A Common Stock 3,333 $ 0 9,777 D Class B Common Stock ( 5 ) 01/26/2021 C 9,777 ( 5 ) ( 5 ) Class A Common Stock 14,538 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Brennan Susan Seilheimer 4353 NORTH FIRST STREET SAN JOSE, CA95134 EVP & COO Signatures /s/ Shawn Soderberg, as attorney-in-fact 01/27/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Sale of shares to cover taxes incurred upon vesting of restricted stock units (the "RSUs"), in accordance with 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 $38.22 to $39.7286 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 )Each RSU represents a contingent right to receive one (1) share of the Class B Common Stock of the Issuer upon settlement. ( 4 )The RSUs vested 50% at the end of lock-up period and during an open trading window, and the remaining RSUs vested in two equal installments on each of January 25, 2020 and January 25, 2021. ( 5 )The Class B Common Stock is convertible into Class A Common Stock of the Issuer on a 1-for-1 basis (a) at the option of the holder; 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 5th 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 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 Board of the Issuer to so convert all shares of Class B Common Stock, or (iv) immediately following the date of the death of KR Sridhar. ( 6 )These RSUs vested 34% on January 25, 2019 and the remaining RSUs vested in two equal installments on each of January 25, 2020 and January 25, 2021.

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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