Armon Dadgar - 20 Dec 2023 Form 4 Insider Report for HashiCorp, Inc. (HCP)

Role
Chief Technology Officer, Director
Signature
/s/ Paul Warenski, by power of attorney
Issuer symbol
HCP
Transactions as of
20 Dec 2023
Transactions value $
$-1,958,729
Form type
4
Filing time
22 Dec 2023, 16:45:49 UTC
Previous filing
04 Dec 2023
Next filing
27 Dec 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HCP Class A Common Stock Options Exercise +154,398 +409% 192,107 20 Dec 2023 Direct F1
transaction HCP Class A Common Stock Conversion of derivative security +14,614 +7.61% 206,721 21 Dec 2023 Direct F2
transaction HCP Class A Common Stock Sale $-1,958,729 -85,902 -41.6% $22.80 120,819 21 Dec 2023 Direct F3, F4
holding HCP Class A Common Stock 1,520,000 20 Dec 2023 See footnote F5
holding HCP Class A Common Stock 281,994 20 Dec 2023 See footnote F6
holding HCP Class A Common Stock 90,440 20 Dec 2023 See footnote F7

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HCP Restricted Stock Units Options Exercise $0 -142,500 -50% $0.000000 142,500 20 Dec 2023 Class A Common Stock 142,500 Direct F1, F8
transaction HCP Restricted Stock Units Options Exercise $0 -2,940 -10% $0.000000 26,463 20 Dec 2023 Class A Common Stock 2,940 Direct F1, F9
transaction HCP Restricted Stock Units Options Exercise $0 -8,958 -7.14% $0.000000 116,446 20 Dec 2023 Class A Common Stock 8,958 Direct F1, F10
transaction HCP Restricted Stock Units Options Exercise $0 -6,488 -20% $0.000000 25,950 20 Dec 2023 Class B Common Stock 6,488 Direct F11, F12
transaction HCP Restricted Stock Units Options Exercise $0 -8,126 -100% $0.000000* 0 20 Dec 2023 Class B Common Stock 8,126 Direct F11, F13
transaction HCP Class B Common Stock Options Exercise $0 +14,614 +3.04% $0.000000 495,530 20 Dec 2023 Class A Common Stock 14,614 Direct F2
transaction HCP Class B Common Stock Conversion of derivative security $0 -14,614 -2.95% $0.000000 480,916 21 Dec 2023 Class A Common Stock 14,614 Direct F2
holding HCP Class B Common Stock 12,844,000 20 Dec 2023 Class A Common Stock 12,844,000 See footnote F2, F5
holding HCP Class B Common Stock 2,057,036 20 Dec 2023 Class A Common Stock 2,057,036 See footnote F2, F6
holding HCP Class B Common Stock 601,328 20 Dec 2023 Class A Common Stock 601,328 See footnote F2, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit, or RSU, represents a contingent right to receive one share of Class A Common Stock.
F2 Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
F3 The reported shares were sold to satisfy the reporting person's tax obligations in connection with the vesting of RSUs.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.675 to $23.1901, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
F5 The shares are held of record by the Armon Dadgar 2020 Charitable Trust.
F6 The shares are held of record by the Armon Memaran-Dadgar Living Trust for which the reporting person serves as trustee.
F7 The shares are held of record by Black Swan III, LLC which the reporting person controls.
F8 The remaining RSUs vest in eight equal quarterly installments beginning on March 20, 2024.
F9 The remaining RSUs vest in nine equal quarterly installments beginning on March 20, 2024.
F10 The remaining RSUs vest in thirteen equal quarterly installments beginning on March 20, 2024.
F11 Each RSU represents a contingent right to receive one share of Issuer Class B Common Stock.
F12 The remaining RSUs vest in four equal quarterly installments beginning on March 20, 2024.
F13 The RSUs vested on December 20, 2023.