SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
Tuchen Michael

(Last) (First) (Middle)
C/O TALEND, INC.
800 BRIDGE PARKWAY, SUITE 200

(Street)
REDWOOD CITY CA 94065

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2019
3. Issuer Name and Ticker or Trading Symbol
Talend SA [ TLND ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares 484,021(1)(2) D
Ordinary Shares 42,043(1) I See footnote(3)
Ordinary Shares 68,648(1) I See footnote(4)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) (5) 12/16/2023 Ordinary Shares(1) 551,426 $5.22(6) D
Employee Stock Option (right to buy) (7) 07/06/2026 Ordinary Shares(1) 18,774 $16.56(8) D
Employee Stock Option (right to buy) (9) 07/06/2026 Ordinary Shares(1) 132,026 $16.56(8) D
Explanation of Responses:
1. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
2. Includes 63,494 Ordinary Shares represented by restricted stock units, or RSUs, which vest as follows: (i) 14,311 RSUs vest on March 15, 2020 and the remaining 21,467 RSUs subject to the award vest in eight equal quarterly installments beginning on June 15, 2020 and (ii) 27,716 RSUs vest in ten equal quarterly installments beginning on February 15, 2019.
3. The Ordinary Shares are held of record by The 2015 Tuchen Family Irrevocable Trust for which the reporting person's spouse serves as trustee.
4. The Ordinary Shares are held of record in IRA accounts for the reporting person.
5. The Ordinary Shares subject to the option are fully vested and immediately exercisable.
6. The exercise price of the option is 4.56 Euros. The U.S. dollar equivalent of the exercise price is $5.22 using the European Central Bank rate as of December 31, 2018 (1.00 = $1.145).
7. The Ordinary Shares vest in three equal annual installments beginning on January 1, 2018.
8. The exercise price of the option is 14.46 Euros. The U.S. dollar equivalent of the exercise price is $16.56 using the European Central Bank rate as of December 31, 2018 (1.00 = $1.145).
9. One-fifth of the shares vested on July 1, 2017 and the remaining shares vest quarterly thereafter through July 1, 2020.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Aaron Ross, by power of attorney 01/01/2019
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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