Sec Form 4 Filing - Griffiths Glen @ Bloom Energy Corp - 2022-02-15

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
Griffiths Glen
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, Services
(Last) (First) (Middle)
4353 NORTH FIRST STREET
3. Date of Earliest Transaction (MM/DD/YY)
02/15/2022
(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 02/15/2022 M 1,934 A $ 0 118,060 D
Class A Common Stock 02/15/2022 M 14,700 A $ 0 132,760 D
Class A Common Stock 02/16/2022 S( 1 ) 6,143 D $ 19.6423( 2 ) 126,617 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 ) 02/15/2022 M 1,934 ( 4 ) ( 4 ) Class A Common Stock 1,934 $ 0 7,737 D
Performance Stock Units ( 5 ) 02/15/2022 M 14,700 ( 6 ) ( 6 ) Class A Common Stock 14,700 $ 0 14,700 D
Performance Stock Units ( 5 ) 02/16/2022 A 18,190 ( 7 ) ( 7 ) Class A Common Stock 18,190 $ 0 18,190 D
Performance Stock Units ( 5 ) 02/16/2022 A 27,000 ( 8 ) ( 8 ) Class A Common Stock 27,000 $ 0 27,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Griffiths Glen
4353 NORTH FIRST STREET
SAN JOSE, CA95134
EVP, Services
Signatures
/s/ Shawn M. Soderberg, as attorney-in-fact 02/17/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Sale of shares to cover tax withholding obligation incurred upon settlement of restricted stock units ("RSUs") and performance-based stock units ("PSUs") 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. The shares were sold in multiple transactions at prices ranging from $19.25 to $20.07. 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.
( 3 )Each RSU represents a contingent right to receive one (1) share of the Class A Common Stock of the Issuer upon settlement.
( 4 )The RSUs vest as to 25% of the shares on the one-year anniversary of February 15, 2019 and the remaining shares shall vest in equal quarterly increments from such one-year anniversary over the next three years, subject to the Reporting Person's continued service with the Issuer through each vesting date.
( 5 )Each PSU represents a contingent right to receive one (1) share of the Class A Common Stock of the Issuer upon settlement.
( 6 )On June 12, 2020, the Reporting Person was granted a PSU award for a target number of 30,000 shares of Class A common stock, subject to the achievement of certain financial performance criteria during the performance period. The Reporting Person fully met the performance criteria as determined by the Compensation Committee on February 11, 2021, which resulted in a payout of 1.47 times the target. The PSUs shall vest annually over three (3) years, with a third of the PSU vesting on February 15, 2021, another third on February 15, 2022 and the remaining third on February 15, 2023, subject to Reporting Person remaining a service provider on each applicable vesting date.
( 7 )On February 11, 2021, the Reporting Person was granted a PSU award for a target number of 24,253 shares of 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 as determined by the Compensation Committee on February 16, 2022, which resulted in a payout of 75% of the target. The PSUs shall vest annually over three (3) years, with a third of the PSUs vesting on March 15, 2022, another third on March 15, 2023 and the remaining third on March 15, 2024, subject to Reporting Person remaining a service provider on each applicable vesting date. Vested shares will be delivered to the Reporting Person beginning on or about January 1, 2026 pursuant to the terms of the Bloom Energy Corporation 2021 Deferred Compensation Plan.
( 8 )On February 11, 2021, the Reporting Person was granted a PSU award for a target number of 45,000 shares of Class A common stock, subject to the achievement of certain financial performance criteria during the performance period related to the services business. The Reporting Person fully met the performance criteria for the first performance period relating to 15,000 shares as determined by the Compensation Committee on February 16, 2022, which resulted in a payout of 1.8 times the target. The first tranche shall vest on March 15, 2022, subject to Reporting Person remaining a service provider on each applicable vesting date. Vested shares will be delivered to the Reporting Person beginning on or about January 1, 2026 pursuant to the terms of the Bloom Energy Corporation 2021 Deferred Compensation Plan.

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