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Preliminary Proxy Statement

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CLOUDERA, INC.

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The following Notice of Change of Location and Format relates to the proxy statement (the “Proxy Statement”) of Cloudera, Inc., a Delaware corporation (the “Company”), dated May 7, 2020, furnished to stockholders of the Company in connection with the solicitation of proxies by the Board of Directors of the Company for use at the Company’s 2020 Annual Meeting of Stockholders (the “Annual Meeting”) to be held on Wednesday, June 24, 2020. This supplement is being filed with the Securities and Exchange Commission to provide notice of a change of location and format of the Annual Meeting and is being made available to stockholders on or about June 12, 2020.

From and after the date of this supplement, all references to the “Proxy Statement” are to the Proxy Statement as hereby supplemented. Except as specifically supplemented by the information contained in this supplement, all information set forth in the Proxy Statement and the related proxy materials, including the Notice of Annual Meeting of Stockholders that accompanies the Proxy Statement, continues to apply and should be considered in voting your shares.

Due to the public health impact of the coronavirus pandemic and to support the health and well-being of our stockholders and other meeting participants, NOTICE IS HEREBY GIVEN that the location and format of the 2020 Annual Meeting of Stockholders (the “Annual Meeting”) of Cloudera, Inc. (the “Company”) has been changed. As previously announced, the Annual Meeting will be held on Wednesday, June 24, 2020 at 7:00 a.m. Pacific Time. In light of public health concerns regarding the coronavirus pandemic, the Annual Meeting will be held in a virtual meeting format only. You will not be able to attend the Annual Meeting in person.

As described in the proxy materials for the Annual Meeting previously distributed (the “Proxy Statement”), the Board of Directors of the Company fixed the close of business on April 30, 2020 as the record date (the “Record Date”) for the determination of stockholders entitled to notice of and to vote at the Annual Meeting or any postponement or adjournment thereof. Record holders of shares of the Company’s common stock at the close of business on the Record Date are entitled to notice of and to vote at the Annual Meeting.

Broadridge Financial Institutions (“Broadridge”) will host the virtual Annual Meeting. If you were a stockholder of record (i.e., you held your shares through our transfer agent, American Stock Transfer & Trust Company, LLC (“AST”)) as of the close of business on the Record Date or if you are a proxy holder for such stockholder, or if you held your shares through an intermediary on the Record Date (i.e., you held your shares in “street name” through an intermediary, such as a broker, bank or other agent), you may participate in the virtual Annual Meeting by following the instructions below:

You must have a control number to attend the virtual Annual Meeting. The 16-digit control number is located on the notice or proxy card received. If you are a stockholder of record as of the Record Date but do not have a 16-digit control number for the Annual Meeting, you may request a 16-digit control number by contacting Broadridge at (855) 449-0991 (Toll Free) or (720) 378-5962 (Int’l Toll Free) beginning at 6:30 a.m. Pacific Time on June 24, 2020 until the starting time of the Annual Meeting. If you are a beneficial holder and held your shares through an intermediary on the Record Date, you must contact your intermediary (i.e. your broker, bank or other agent) to receive your 16-digit control number.

Stockholders with a control number may ask questions during the meeting. Additional information regarding the ability of stockholders to ask questions during the Annual Meeting and materials for the Annual Meeting will be available at www.virtualshareholdermeeting.com/CLDR2020.

This supplement does not change the proposals to be acted upon at the Annual Meeting, which are described in the Proxy Statement. For further information regarding the matters to be acted upon at the Annual Meeting, we urge you to carefully read the Proxy Statement. The Company makes proxy materials available to our stockholders on the Internet. You can access proxy materials at www.proxyvote.com.

You are encouraged to vote your shares in advance of the Annual Meeting. If voting in advance of the Annual Meeting, the steps required to cast your votes are the same as indicated in the materials you received with the Proxy Statement. The proxy card included with the proxy materials previously distributed will not be updated to reflect the change in location and may continue to be used to vote your shares in connection with the Annual Meeting. If you have already voted and do not wish to change your vote, no additional action is required.

We encourage you to access the Annual Meeting website prior to the 7:00 a.m. start time. Broadridge will have technicians ready to assist you with any technical difficulties you may have accessing the Annual Meeting. If you encounter any technical difficulties accessing the Annual Meeting during the check-in or meeting time, you can contact Broadridge’s technical support through the information listed on the Annual Meeting website starting 6:45 a.m. Pacific Time.



By Order of our Board of Directors


David Howard Chief Legal Officer and Corporate Secretary Palo Alto, California June 12, 2020