Brennan Susan Seilheimer Form 4 Bloom Energy / Susan Seilheimer Brennan 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^*

Brennan Susan Seilheimer

(Last) (First) (Middle)

4353 NORTH FIRST STREET

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2021

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

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

X	Form filed by One Reporting Person
	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

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
Restricted Stock Units	(1)	02/11/2021		A		25,985		(2)	02/10/2031	Class A Common Stock	25,985	$0.00	25,985	D
Restricted Stock Units	(1)	02/11/2021		A		25,000		(3)	02/10/2031	Class A Common Stock	25,000	$0.00	25,000	D
Performance Stock Units	(4)	02/11/2021		A		44,100		(5)	02/21/2023	Class A Common Stock	44,100	$0.00	44,100	D

Explanation of Responses:

1. Each of the Restricted Stock Units (the "RSUs") represents a contingent right to receive one (1) share of the Issuers Class A Common Stock upon settlement.

2. RSUs shall vest over three years, with a third of the RSUs vesting on the one-year anniversary of the vesting commencement date, which is February 15, 2021, and the remaining shares vesting quarterly in 1/12th installments over the next two years, subject to Reporting Person remaining a service provider on each applicable vesting date.

3. RSUs will fully vest on December 21, 2023.

4. Each of the Performance Stock Units ("PSUs") represents a contingent right to receive one (1) share of the Issuers Class A Common Stock upon settlement.

5. 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.

Remarks:

	/s/ Shawn Soderberg, as attorney-in-fact	02/16/2021
	** 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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