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    SEC Form SC 13D/A filed by Cloudera, Inc. (Amendment)

    10/8/21 4:16:12 PM ET
    $CLDR
    Computer Software: Prepackaged Software
    Technology
    Get the next $CLDR alert in real time by email
    SC 13D/A 1 cldrsc13da10082021.htm
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

    SCHEDULE 13D

    Under the Securities Exchange Act of 1934
    (Amendment No. 9)*

    Cloudera, Inc.
    (Name of Issuer)

    Common Stock, par value $0.00005 per share
    (Title of Class of Securities)

    18914U100
     (CUSIP Number)

    Jesse A. Lynn, Esq.
    General Counsel
    Icahn Capital LP
    16690 Collins Avenue, PH-1
    Sunny Isles Beach, FL 33160
    (305) 422-4000
     (Name, Address and Telephone Number of Person Authorized to
    Receive Notices and Communications)

    October 8, 2021
    (Date of Event which Requires Filing of this Statement)

    If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box / /.

    NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d‑7 for other parties to whom copies are to be sent.

    *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

    The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


    SCHEDULE 13D

    CUSIP No. 18914U100


    1. NAME OF REPORTING PERSON
    Icahn Partners Master Fund LP

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    WC

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
     0

    8 SHARED VOTING POWER
    0

    9 SOLE DISPOSITIVE POWER
     0

    10 SHARED DISPOSITIVE POWER
    0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    0%

    14 TYPE OF REPORTING PERSON
    PN

    SCHEDULE 13D

    CUSIP No. 18914U100


    1. NAME OF REPORTING PERSON
    Icahn Offshore LP

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    OO

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
    0

    8 SHARED VOTING POWER
     0

    9 SOLE DISPOSITIVE POWER
    0

    10 SHARED DISPOSITIVE POWER
     0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    0%

    14 TYPE OF REPORTING PERSON
    PN

    SCHEDULE 13D

    CUSIP No. 18914U100


    1. NAME OF REPORTING PERSON
    Icahn Partners LP

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    WC

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
     0

    8 SHARED VOTING POWER
    0

    9 SOLE DISPOSITIVE POWER
     0

    10 SHARED DISPOSITIVE POWER
    0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
      0%

    14 TYPE OF REPORTING PERSON
    PN

    SCHEDULE 13D

    CUSIP No. 18914U100


    1. NAME OF REPORTING PERSON
    Icahn Onshore LP

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    OO

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
    0

    8 SHARED VOTING POWER
     0

    9 SOLE DISPOSITIVE POWER
    0

    10 SHARED DISPOSITIVE POWER
     0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     0%

    14 TYPE OF REPORTING PERSON
    PN

    SCHEDULE 13D

    CUSIP No. 18914U100


    1. NAME OF REPORTING PERSON
    Icahn Capital LP

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    OO

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
    0

    8 SHARED VOTING POWER
     0

    9 SOLE DISPOSITIVE POWER
    0

    10 SHARED DISPOSITIVE POWER
     0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    0%

    14 TYPE OF REPORTING PERSON
    PN


    SCHEDULE 13D

    CUSIP No. 18914U100


    1. NAME OF REPORTING PERSON
    IPH GP LLC

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    OO

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
    0

    8 SHARED VOTING POWER
     0

    9 SOLE DISPOSITIVE POWER
    0

    10 SHARED DISPOSITIVE POWER
     0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    0%

    14 TYPE OF REPORTING PERSON
    OO

    SCHEDULE 13D

    CUSIP No. 18914U100


    1. NAME OF REPORTING PERSON
    Icahn Enterprises Holdings L.P.

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    OO

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
    0

    8 SHARED VOTING POWER
     0

    9 SOLE DISPOSITIVE POWER
    0

    10 SHARED DISPOSITIVE POWER
     0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    0%

    14 TYPE OF REPORTING PERSON
    PN

    SCHEDULE 13D

    CUSIP No. 18914U100


    1. NAME OF REPORTING PERSON
    Icahn Enterprises G.P. Inc.

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    OO

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
    0

    8 SHARED VOTING POWER
     0

    9 SOLE DISPOSITIVE POWER
    0

    10 SHARED DISPOSITIVE POWER
     0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    0%

    14 TYPE OF REPORTING PERSON
    CO

    SCHEDULE 13D

    CUSIP No. 18914U100


    1. NAME OF REPORTING PERSON
    Beckton Corp.

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    OO

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    Delaware

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
    0

    8 SHARED VOTING POWER
     0

    9 SOLE DISPOSITIVE POWER
    0

    10 SHARED DISPOSITIVE POWER
     0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    0%

    14 TYPE OF REPORTING PERSON
    CO

    SCHEDULE 13D

    CUSIP No. 18914U100


    1 NAME OF REPORTING PERSON
    Carl C. Icahn

    2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a) / /
    (b) / /

    3 SEC USE ONLY

    4 SOURCE OF FUNDS
    OO

    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)/ /

    6 CITIZENSHIP OR PLACE OF ORGANIZATION
    United States of America

    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

    7 SOLE VOTING POWER
    0

    8 SHARED VOTING POWER
     0

    9 SOLE DISPOSITIVE POWER
    0

    10 SHARED DISPOSITIVE POWER
     0

    11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     0

    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES/ /

    13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
    0%

    14 TYPE OF REPORTING PERSON
    IN

    SCHEDULE 13D

    This statement constitutes Amendment No. 9 to the Schedule 13D relating to the shares of common stock, $0.00005 par value per share (“Shares”), issued by Cloudera, Inc. (the “Issuer”), and hereby amends the Schedule 13D (as previously amended, the “Schedule 13D”) filed with the Securities and Exchange Commission on August 1, 2019 to furnish the additional information set forth herein. All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D.


    Item 4.  Purpose of Transaction

    Item 4 of the Schedule 13D is hereby amended by the addition of the following:

    As previously disclosed by the Issuer, on June 1, 2021, the Issuer, Sky Parent Inc. (“Parent”) and Project Sky Merger Sub Inc., a wholly owned subsidiary of Parent (“Merger Sub”), entered into a merger agreement (the “Merger Agreement”), pursuant to which Merger Sub will be merged with and into the Issuer, with the Issuer surviving the merger as a wholly-owned subsidiary of Parent. On October 8, 2021, the transactions contemplated by the Merger Agreement were consummated, including the merger of Merger Sub with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent following the merger (the “Merger”). At the effective time of the Merger, each issued and outstanding Share held by the Reporting Persons was cancelled and converted into the right to receive $16.00 in cash. As a result of the foregoing, the Reporting Persons do not beneficially own any Shares.


    Item 5. Interest in Securities of the Issuer
     
    Item 5 of the Schedule 13D is hereby amended by replacing it in its entirety with the following:
     
    (a) As of the date hereof and as a result of the Merger, the Reporting Persons do not beneficially own any Shares.
     
    (b) As of the date hereof and as a result of the Merger, the Reporting Persons do not beneficially own any Shares.
     
    (c) Except as described in Item 4 above, the Reporting Persons have not effected any transactions with respect to the Shares within the past 60 days.
     
    (d) Not applicable.
     
    (e) As of the date hereof and as a result of the Merger, the Reporting Persons do not beneficially own any Shares.
     
    Item 6. Interest in Securities of the Issuer
     
    Item 6 of the Schedule 13D is hereby amended by adding the following at the end thereof:
     
    The information set forth in Item 4 of this Schedule 13D is hereby incorporated by reference into this Item 6.



    SIGNATURE

    After reasonable inquiry and to the best of each of the undersigned knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

    Dated: October 8, 2021

    ICAHN PARTNERS LP
    ICAHN ONSHORE LP
    ICAHN PARTNERS MASTER FUND LP
    ICAHN OFFSHORE LP
    ICAHN CAPITAL LP
    IPH GP LLC
    BECKTON CORP.

    By: /s/ Irene March
    Name: Irene March
    Title: Executive Vice President


    ICAHN ENTERPRISES HOLDINGS L.P.
    By: Icahn Enterprises G.P. Inc., its general partner
    ICAHN ENTERPRISES G.P. INC.

    By: /s/ Ted Papapostolou
    Name: Ted Papapostolou
    Title: Chief Accounting Officer



    /s/ Carl C. Icahn 
    CARL C. ICAHN

    [Signature Page of Amendment No. 9 to Schedule 13D – Cloudera, Inc.]


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