MDB Form 4: CEO Ittycheria receives 892 shares, tax withholding 4,118

Rhea-AI Filing Summary

Dev Ittycheria, who is listed as President & CEO and a Director of MongoDB, Inc. (MDB), reported transactions on 10/01/2025. A portion of performance-based restricted stock units awarded on March 15, 2025 vested, and she received 892 shares of Class A common stock with a reported acquisition price of $0, bringing her beneficial ownership to 204,129 shares. Separately, the issuer withheld 4,118 shares to satisfy tax withholding obligations at a withholding price of $310.38, reducing her beneficial ownership to 200,011 shares. The filing states the vested shares derived from PSUs that were contingent on the issuer meeting specified performance criteria.

Positive

• 892 shares issued on vesting of performance-based PSUs, reflecting earned equity compensation
• Reporting person retains substantial beneficial ownership of 200,011 Class A shares after withholding

Negative

• Issuer withheld 4,118 shares for tax obligations at $310.38, reducing beneficial holdings
• Net beneficial ownership declined from 204,129 to 200,011 shares following transactions

Insights

Corporate Insider/Compensation Analyst

CEO received vested PSUs; tax withholding reduced holdings by 4,118 shares.

The Form 4 shows 892 shares issued upon vesting of performance-based restricted stock units tied to performance criteria from awards dated March 15, 2025. These shares were not previously reportable because vesting depended on performance.

The issuer withheld 4,118 shares to cover tax withholding at a price of $310.38, moving the reporting person from 204,129 beneficial shares down to 200,011. This is a routine tax-withholding event following equity vesting and does not itself indicate a sale for cash proceeds.

SEC Form 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Ittycheria Dev

(Last) (First) (Middle)

C/O MONGODB, INC.

1633 BROADWAY, 38TH FLOOR

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MongoDB, Inc. [ MDB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

4. 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 Acquired, Disposed of, or Beneficially Owned
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	10/01/2025		A(1)		892	A	$0	204,129	D
Class A Common Stock	10/01/2025		F(2)		4,118	D	$310.38	200,011	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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

Explanation of Responses:

1. Represents shares of Class A common stock received upon the vesting of a portion of the performance-based restricted stock units ("PSUs") awarded to the Reporting Person on March 15, 2025 under the Issuer's long-term incentive bonus plan and 2016 Equity Incentive Plan, which vested based on the Issuer's satisfaction of certain performance criteria. In light of the performance-based vesting criteria of the PSUs, such shares were not previously reportable under Section 16. Each PSU represents the contingent right to receive one share of common stock of the Issuer.

2. Represents shares of Class A common stock withheld by the Issuer to satisfy tax withholding obligations for the Reporting Person due upon the vesting of PSUs and certain Restricted Stock Units previously granted to the Reporting Person.

Remarks:

	/s/ Paul Johnston, Attorney-in-Fact	10/03/2025
	** 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.

FAQ

What did the MongoDB (MDB) Form 4 filed by Dev Ittycheria report?

It reported the vesting of 892 Class A shares from performance-based PSUs and withholding of 4,118 shares for taxes on 10/01/2025.

How many Class A shares does Dev Ittycheria beneficially own after the transactions?

The Form 4 reports total beneficial ownership of 200,011 Class A shares following the reported transactions.

Why were the 892 shares not previously reported under Section 16?

The filing states the 892 shares came from PSUs that vested based on specified performance criteria, so they were not previously reportable.

At what price were shares withheld to satisfy tax obligations?

The issuer withheld 4,118 shares to satisfy tax withholding at a reported price of $310.38.

When were the PSUs originally awarded that vested?

The PSUs were awarded on March 15, 2025, per the Form 4 explanation.