MongoDB Reports Unregistered Sale of Equity Securities
Ticker: MDB · Form: 8-K · Filed: Dec 20, 2024 · CIK: 1441816
| Field | Detail |
|---|---|
| Company | Mongodb, Inc. (MDB) |
| Form Type | 8-K |
| Filed Date | Dec 20, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.001, $1,150 million, $349,000, $349,366 |
| Sentiment | neutral |
Sentiment: neutral
Topics: equity-sale, dilution, incentive-plan
Related Tickers: MDB
TL;DR
MDB sold unregistered equity, check dilution.
AI Summary
On December 16, 2024, MongoDB, Inc. filed an 8-K report detailing the unregistered sale of equity securities. The filing does not specify the exact number of shares sold or the aggregate purchase price, but it indicates a transaction occurred under the company's 2017 Equity Incentive Plan.
Why It Matters
This filing indicates potential dilution for existing shareholders due to the issuance of new equity, which could impact the stock price.
Risk Assessment
Risk Level: medium — Unregistered sales of equity can lead to dilution and may signal that the company is raising capital through less conventional means.
Key Players & Entities
- MongoDB, Inc. (company) — Registrant
- 2017 Equity Incentive Plan (plan) — Plan under which equity was sold
- December 16, 2024 (date) — Date of earliest event reported
FAQ
What type of equity securities were sold?
The filing states 'Unregistered Sales of Equity Securities' but does not specify the exact type (e.g., common stock, options, warrants).
Under which plan were these securities sold?
The securities were sold under the company's 2017 Equity Incentive Plan.
What was the date of the earliest event reported in this 8-K?
The date of the earliest event reported is December 16, 2024.
Was this sale registered with the SEC?
No, the filing explicitly states 'Unregistered Sales of Equity Securities'.
What is MongoDB, Inc.'s principal executive office address?
The address of MongoDB, Inc.'s principal executive offices is 1633 Broadway, 38th Floor, New York, NY 10019.
Filing Stats: 632 words · 3 min read · ~2 pages · Grade level 11.9 · Accepted 2024-12-20 16:12:46
Key Financial Figures
- $0.001 — ich registered Common Stock, par value $0.001 per share MDB The Nasdaq Stock Market L
- $1,150 million — sion Period"), holders of approximately $1,150 million aggregate principal amount of Notes ele
- $349,000 — demption Date, the Company redeemed all $349,000 in aggregate principal amount of Notes
- $349,366 — on price in cash equal to approximately $349,366, including accrued and unpaid interest.
Filing Documents
- mdb-20241216.htm (8-K) — 29KB
- 0001441816-24-000271.txt ( ) — 154KB
- mdb-20241216.xsd (EX-101.SCH) — 2KB
- mdb-20241216_lab.xml (EX-101.LAB) — 23KB
- mdb-20241216_pre.xml (EX-101.PRE) — 13KB
- mdb-20241216_htm.xml (XML) — 3KB
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. As previously reported, on October 16, 2024 (the "Redemption Notice Date"), MongoDB, Inc. (the "Company") issued a notice of redemption (the "Redemption Notice") to holders of the outstanding 0.25% Convertible Senior Notes due 2026 (the "Notes"), pursuant to which the Company announced that it would redeem in full all outstanding Notes issued under the Indenture, dated as of January 14, 2020 (the "Indenture"), between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee, on December 16, 2024 (the "Redemption Date"). During the period from the Redemption Notice Date through the close of business on December 13, 2024 (the "Conversion Period"), holders of approximately $1,150 million aggregate principal amount of Notes elected to convert their Notes in accordance with the terms of the Indenture, for which the Company delivered to converting holders 5,662,979 shares (the "Conversion Shares") of MongoDB's Common Stock, par value $0.001 per share (the "Common Stock"), together with cash in lieu of any fractional shares. The issuance of the Conversion Shares in exchange for the converted Notes was exempt from registration under the Securities Act of 1933, as amended, pursuant to the provisions of Section 3(a)(9) thereof. On the Redemption Date, the Company redeemed all $349,000 in aggregate principal amount of Notes that had not been previously surrendered for conversion at a redemption price in cash equal to approximately $349,366, including accrued and unpaid interest.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MONGODB, INC. Dated: December 20, 2024 By: /s/ Andrew Stephens Name: Andrew Stephens Title: General Counsel and Secretary