SEC FORM 3 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*
Cessna Tina

(Last) (First) (Middle)
500 BEN FRANKLIN CT

(Street)
SAN MATEO CA 94401

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/13/2023
3. Issuer Name and Ticker or Trading Symbol
Backblaze, Inc. [ BLZE ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Senior VP, Engineering
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)
Class A Common Stock 100,557(1) 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 (right to buy) (2) 10/17/2028 Class A Common Stock 105,279 2.54 D
Stock Option (right to buy) (3) 10/27/2029 Class A Common Stock 25,560 2.61 D
Stock Option (right to buy) (4) 12/09/2030 Class A Common Stock 32,760 3.73 D
Stock Option (right to buy) (5) 06/27/2031 Class A Common Stock 50,039 8.09 D
Explanation of Responses:
1. Includes (i) 19,256 shares of Class A common stock and (ii) 81,301 Restricted Stock Units ("RSUs") which represent a contingent right to receive one share of Class A common stock for each RSU. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a three-year period. 6.25% of the RSUs vested on May 20, 2023 and 6.25% of the RSUs shall vest each quarter thereafter, subject to the Reporting Person's continuous service with the issuer.
2. The options are fully vested.
3. The options are subject to a service-based vesting requirement, which shall be satisfied over a four-year period. 25% of the options vested on June 10, 2020 and 1/48th of the options vest monthly thereafter, subject to the Reporting Person's continuous service with the issuer. The options are exercisable into shares of Class B common stock, which are convertible on a one-to-one basis into shares of Class A common stock at the option of the holder.
4. The options are subject to a service-based vesting requirement, which shall be satisfied over a four-year period. 25% of the options vested on June 25, 2021 and 1/48th of the options vest monthly thereafter, subject to the Reporting Person's continuous service with the issuer. The options are exercisable into shares of Class B common stock, which are convertible on a one-to-one basis into shares of Class A common stock at the option of the holder.
5. The options are subject to a service-based vesting requirement, which shall be satisfied over a four-year period. 25% of the options vested on June 25, 2022 and 1/48th of the options vest monthly thereafter, subject to the Reporting Person's continuous service with the issuer. The options are exercisable into shares of Class B common stock, which are convertible on a one-to-one basis into shares of Class A common stock at the option of the holder.
Remarks:
Exhibit 24 - Power of Attorney
Thomas L. MacMitchell, Attorney-in-Fact 05/24/2023
** 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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POWER OF ATTORNEY

       The undersigned, as a Section 16 reporting person of Backblaze, Inc., a Delaware corporation (the "Company"), hereby constitutes and appoints each of Thomas L. MacMitchell, Francis P. Patchel, and Bennett L. Yee as the undersigned's true and lawful attorney-in-fact to:

       (1)    complete and execute Form ID, "Update Passphrase Confirmation" form and Forms 3, 4 and 5 and other forms and all amendments thereto as such attorney-in-fact shall in his or her discretion determined to be required or advisable pursuant to Section 16 of the Securities Exchange Act of 1934 (as amended) and the rules and regulations promulgated thereunder, or any successor laws and regulations, as a consequence of the undersigned's ownership, acquisition or disposition of securities of the Company; and

       (2)    do all acts necessary in order to file such forms with the Securities and Exchange Commission, any securities exchange or national association, the Company and such other person or agency as the attorney-in-fact shall deem appropriate.

       The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by virtue hereof.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with the Securities Exchange Act of 1934 (as amended).

       This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 19th day of May, 2023.

/s/ Tina Cessna
_________________________
                                                            Tina Cessna