| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
Gloo Holdings, Inc. [ GLOO ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 04/16/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 04/16/2026 | P | 36,653 | A | $7.22(1) | 161,653 | I | See footnote(2) | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Class B Common Stock | (3) | (3) | (3) | Class A Common Stock | 128,205 | 128,205 | D | ||||||||
| Class B Common Stock | (3) | (3) | (3) | Class A Common Stock | 223,907 | 223,907(4) | I | See footnote(5) | |||||||
| Class B Common Stock | (3) | (3) | (3) | Class A Common Stock | 355,934 | 355,934(6) | I | See footnote(7) | |||||||
| Class B Common Stock | (3) | (3) | (3) | Class A Common Stock | 159,745 | 159,745 | I | See footnote(8) | |||||||
| Explanation of Responses: |
| 1. The "Amount" and "Price" reported in this Column 4 reflect the aggregate number and weighted-average price, respectively, of shares purchased. These shares were purchased in multiple transactions at prices ranging from $6.40 to $7.25, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range set forth herein. |
| 2. Shares held of record by the Patrick & Linda Gelsinger Trust UAD 07/29/2017. Mr. Gelsinger is the trustee of the Patrick & Linda Gelsinger Trust UAD 07/29/2017 and may be deemed to have beneficial ownership of such shares. |
| 3. The Class B Common Stock is convertible at any time, at the holder's election, into Class A Common Stock on a 1:1 basis and has no expiration date. |
| 4. Reflects a prior transfer of 259,854 shares from Patrick Gelsinger 2020 Trust G Dated October 26, 2020 to Patrick P. Gelsinger Revocable Trust (UAD 11/7/2000). |
| 5. Shares held of record by Patrick Gelsinger 2020 Trust G Dated October 26, 2020. Mr. Gelsinger is the trustee of Patrick Gelsinger 2020 Trust G Dated October 26, 2020 and may be deemed to have beneficial ownership of such shares. |
| 6. Reflects a prior transfer of 259,854 shares from Patrick Gelsinger 2020 Trust G Dated October 26, 2020 to Patrick P. Gelsinger Revocable Trust (UAD 11/7/2000). |
| 7. Shares held of record by Patrick P. Gelsinger Revocable Trust (UAD 11/7/2000). Mr. Gelsinger is the trustee of Patrick P. Gelsinger Revocable Trust (UAD 11/7/2000) and may be deemed to have beneficial ownership of such shares. |
| 8. Shares held of record by the Patrick & Linda Gelsinger Trust UAD 07/29/2017. Mr. Gelsinger is the trustee of the Patrick & Linda Gelsinger Trust UAD 07/29/2017 and may be deemed to have beneficial ownership of such shares. |
| Remarks: |
| Executive Chair and Head of Technology |
| Jeffrey Bojar, Attorney in fact on behalf of Patrick Gelsinger | 04/16/2026 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 4: SEC 1474 (03-26) | ||