Sec Form 4 Filing - Volpi Michelangelo @ Elastic N.V. - 2018-10-10

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Volpi Michelangelo
2. Issuer Name and Ticker or Trading Symbol
Elastic N.V. [ ESTC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ELASTIC N.V., 800 WEST EL CAMINO REAL, SUITE 350
3. Date of Earliest Transaction (MM/DD/YY)
10/10/2018
(Street)
MOUNTAIN VIEW, CA94040
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
Ordinary Shares 10/10/2018 C 6,571,709 A 6,571,709 I See footnotes ( 4 ) ( 5 ) ( 6 )
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
Series B Convertible Preference Shares ( 1 ) 10/10/2018 C 5,202,162 ( 1 ) ( 1 ) Ordinary Shares 5,202,1 62 $ 0 0 I See footnotes ( 4 ) ( 5 ) ( 6 )
Series C Convertible Preference Shares ( 2 ) 10/10/2018 C 1,247,298 ( 2 ) ( 2 ) Ordinary Shares 1,247,298 $ 0 0 I See footnotes ( 4 ) ( 5 ) ( 6 )
Series D Convertible Preference Shares ( 3 ) 10/10/2018 C 122,249 ( 3 ) ( 3 ) Ordinary Shares 122,249 $ 0 0 I See footnotes ( 4 ) ( 5 ) ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Volpi Michelangelo
C/O ELASTIC N.V.
800 WEST EL CAMINO REAL, SUITE 350
MOUNTAIN VIEW, CA94040
X
Signatures
/s/ W.H. Baird Garrett, by power of attorney 10/10/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Series B Convertible Preference Shares automatically converted into Ordinary Shares on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering and had no expiration date.
( 2 )The Series C Convertible Preference Shares automatically converted into Ordinary Shares on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering and had no expiration date.
( 3 )The Series D Convertible Preference Shares automatically converted into Ordinary Shares on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering and had no expiration date.
( 4 )The ordinary shares and convertible preference shares reported herein are held directly by Hexavest S.a.r.l. ("Hexavest").
( 5 )The shareholders of Hexavest include: Index Ventures IV (Jersey) LP ("Index Ventures IV"), Index Ventures IV Parallel Entrepreneur Fund (Jersey) LP ("Index Ventures IV Parallel"), Index Ventures VI (Jersey) LP ("Index Ventures VI"), Index Ventures VI Parallel Entrepreneur Fund (Jersey) LP ("Index Ventures VI Parallel" and, together with Index Ventures IV, Index Ventures IV Parallel and Index Ventures VI, the "Index Funds") and Yucca (Jersey) SLP ("Yucca"). Index Ventures Associates IV Limited ("Index Ventures IV GP") is the managing general partner of Index Ventures IV and Index Ventures IV Parallel, and Index Ventures Associates VI Limited ("Index Ventures VI GP") is the managing general partner of Index Ventures VI and Index Ventures VI Parallel. The general partner of Yucca is Yucca Associates Limited ("Yucca Associates"). Yucca is an Index co-investment vehicle that is contractually required to mirror the Index Funds' investment in the convertible preference shares.
( 6 )Mr. Volpi is co-president of Index Ventures (US) Inc. which provides certain consultancy services to the Index Funds' affiliates. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

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.