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* Owen Huw (Last) (First) (Middle) C/O COUCHBASE, INC. 3250 OLCOTT STREET (Street) SANTA CLARA CA 95054 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/08/2022	3. Issuer Name and Ticker or Trading Symbol Couchbase, Inc. [ BASE ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) SVP & Chief Revenue 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)
Common Stock	73,089(1)(2)	D

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
Stock Option	(3)	12/12/2028	Common Stock	40,000	7.45	D
Stock Option	(4)	09/18/2029	Common Stock	40,000	7.55	D
Stock Option	(5)	09/17/2030	Common Stock	20,000	9.95	D
Stock Option	(6)	03/09/2031	Common Stock	10,000	21.4	D

Explanation of Responses:

1. Includes 22,354 restricted stock units ("RSUs") and 50,000 performance-based restricted stock units ("PSUs"). The RSUs will vest at 6.25% quarterly beginning June 15, 2022. Quarterly vesting dates will fall on the first trading day on or after March 15th, June 15th, September 15th and December 15th. The PSUs will be eligible to vest during a five-year performance period following the award's grant date based on the company's average stock price trading at each of the following milestones: $60, $75, $90 and $110 per share. Once a price threshold is achieved, the portion of the award related to that threshold will vest on the next regular quarterly vesting date, subject to the individual continuing to provide services to the company through the applicable vesting date.

2. Includes 735 shares acquired under the 2021 Employee Stock Purchase Plan on March 21, 2022.

3. One fourth (1/4th) of the shares subject to the option vested on September 17, 2019 and one forty-eighth (1/48th) of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each such date.

4. One fourth (1/4th) of the shares subject to the option vested on August 1, 2020 and one forty-eighth (1/48th) of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each such date.

5. One fourth (1/4th) of the shares subject to the option vested on August 1, 2021 and one forty-eighth (1/48th) of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each such date.

6. One fourth (1/4th) of the shares subject to the option vested on February 1, 2022 and one forty-eighth (1/48th) of the shares vest monthly thereafter, subject to the Reporting Person's continued service through each such date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Margaret Chow, by Power of Attorney for Huw Owen	06/09/2022
	** 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).
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