Ownership Submission
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FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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OMB APPROVAL
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OMB Number:3235-0287Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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ABBO EDWARD Y
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2. Issuer Name and Ticker or Trading Symbol
C3.ai, Inc. [AI]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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Chief Technology Officer /
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(Last)
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(First)
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(Middle)
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C/O C3.AI, INC. , 1300 SEAPORT BLVD, SUITE 500
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3. Date of Earliest Transaction (Month/Day/Year)
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(Street)
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REDWOOD CITY
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CA
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94063
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4. If Amendment, Date Original Filed(Month/Day/Year)
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6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
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4. Securities Acquired (A) or Disposed of (D)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
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6. Ownership Form: Direct (D) or Indirect (I)
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7. Nature of Indirect Beneficial Ownership
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
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8. Price of Derivative Security
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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11. Nature of Indirect Beneficial Ownership
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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ABBO EDWARD Y
C/O C3.AI, INC.
1300 SEAPORT BLVD, SUITE 500
REDWOOD CITY, CA94063
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Chief Technology Officer
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Signatures
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/s/ Brady Mickelsen, Attorney-in-Fact
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2021-10-25
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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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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(1)
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Reflects a correction to the number of shares owned directly by the Reporting Person and the number of shares owned indirectly by the Reporting Person through the Abbo Children's Trust (the "Children's Trust") and the Edward Y. Abbo and Alison C. Abbo 2001 Family Trust (the "Family Trust"). In the Reporting Person's March 2021 filings ("March Filings"), the shares sold were reported as being sold by the Reporting Person directly. The shares reported as sold in the March Filings were actually sold as follows: 306,236 directly, 10,933 by the Children's Trust and 24,784 by the Family Trust. This correction does not impact the aggregate number of shares sold, sales prices or the aggregate number of shares beneficially owned by the Reporting Person, as reported in prior filings.
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(2)
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The shares are held by the Children's Trust, of which the Reporting Person is trustee.
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(3)
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Transaction pursuant to a previously established Rule 10b5-1 Plan.
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(4)
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Represents weighted average sales price. The shares were sold at prices ranging from $47.02 to $48.01. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
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(5)
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Represents weighted average sales price. The shares were sold at prices ranging from $48.02 to $48.21. The Reporting Person will provide upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
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(6)
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The shares are held by the Family Trust, of which the Reporting Person is trustee.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
