C3.ai (AI) Form 4 C3.ai / Lorenzo Simonelli ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Baker Hughes Holdings LLC

(Last) (First) (Middle)

17021 ALDINE WESTFIELD ROAD

(Street)

HOUSTON TX 77073

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
C3.ai, Inc. [ AI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
04/07/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	04/07/2021		S		466,919	D	$64.6014(1)	10,346,176(2)	D
Class A Common Stock	04/08/2021		S		406,512	D	$63.8443(3)	9,939,664(2)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

Baker Hughes Holdings LLC

(Last) (First) (Middle)

17021 ALDINE WESTFIELD ROAD

(Street)

HOUSTON TX 77073

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Baker Hughes Co

(Last) (First) (Middle)

17021 ALDINE WESTFIELD ROAD

(Street)

HOUSTON TX 77073

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Simonelli Lorenzo

(Last) (First) (Middle)

C/O BAKER HUGHES COMPANY

17021 ALDINE WESTFIELD ROAD

(Street)

HOUSTON TX 77073

(City) (State) (Zip)

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.76 to $67.195, inclusive. Details on the number of shares sold at each separate price will be provided to the staff of the Securities and Exchange Commission upon request.

2. The reported securities are owned directly by Baker Hughes Holdings LLC ("Holdings"). Holdings is a majority owned indirect subsidiary of Baker Hughes Company ("Baker Hughes") and may be deemed to have beneficial ownership of the Class A Common Stock held directly by Holdings. Baker Hughes disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.16 to $65.35, inclusive. Details on the number of shares sold at each separate price will be provided to the staff of the Securities and Exchange Commission upon request.

Remarks:

	/s/ Lee Whitley, as Authorized Signatory for Baker Hughes Holdings LLC	04/08/2021
	/s/ Lee Whitley, as Authorized Signatory for Baker Hughes Company	04/08/2021
	/s/ Lee Whitley, as Attorney-in-Fact for Lorenzo Simonelli	04/08/2021
	** Signature of Reporting Person	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).
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