<SEC-DOCUMENT>0001209191-21-071410.txt : 20211228
<SEC-HEADER>0001209191-21-071410.hdr.sgml : 20211228
<ACCEPTANCE-DATETIME>20211228180306
ACCESSION NUMBER:		0001209191-21-071410
CONFORMED SUBMISSION TYPE:	4
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20211223
FILED AS OF DATE:		20211228
DATE AS OF CHANGE:		20211228

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			Behzadi Houman
		CENTRAL INDEX KEY:			0001834429

	FILING VALUES:
		FORM TYPE:		4
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-39744
		FILM NUMBER:		211525789

	MAIL ADDRESS:	
		STREET 1:		C/O C3.AI, INC.
		STREET 2:		1300 SEAPORT BLVD., SUITE 500
		CITY:			REDWOOD CITY
		STATE:			CA
		ZIP:			94063

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			C3.ai, Inc.
		CENTRAL INDEX KEY:			0001577526
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-PREPACKAGED SOFTWARE [7372]
		IRS NUMBER:				263999357
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0430

	BUSINESS ADDRESS:	
		STREET 1:		1300 SEAPORT BLVD
		STREET 2:		SUITE 500
		CITY:			REDWOOD CITY
		STATE:			CA
		ZIP:			94063
		BUSINESS PHONE:		650-503-2218

	MAIL ADDRESS:	
		STREET 1:		1300 SEAPORT BLVD
		STREET 2:		SUITE 500
		CITY:			REDWOOD CITY
		STATE:			CA
		ZIP:			94063

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	C3 IoT, Inc.
		DATE OF NAME CHANGE:	20180123

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	C3, Inc.
		DATE OF NAME CHANGE:	20130522
</SEC-HEADER>
<DOCUMENT>
<TYPE>4
<SEQUENCE>1
<FILENAME>doc4.xml
<DESCRIPTION>FORM 4 SUBMISSION
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0306</schemaVersion>

    <documentType>4</documentType>

    <periodOfReport>2021-12-23</periodOfReport>

    <notSubjectToSection16>0</notSubjectToSection16>

    <issuer>
        <issuerCik>0001577526</issuerCik>
        <issuerName>C3.ai, Inc.</issuerName>
        <issuerTradingSymbol>AI</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001834429</rptOwnerCik>
            <rptOwnerName>Behzadi Houman</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>C/O C3.AI, INC.</rptOwnerStreet1>
            <rptOwnerStreet2>1300 SEAPORT BLVD, SUITE 500</rptOwnerStreet2>
            <rptOwnerCity>REDWOOD CITY</rptOwnerCity>
            <rptOwnerState>CA</rptOwnerState>
            <rptOwnerZipCode>94063</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>0</isDirector>
            <isOfficer>1</isOfficer>
            <isTenPercentOwner>0</isTenPercentOwner>
            <isOther>0</isOther>
            <officerTitle>Chief Product Officer</officerTitle>
        </reportingOwnerRelationship>
    </reportingOwner>

    <derivativeTable>
        <derivativeTransaction>
            <securityTitle>
                <value>Stock Option (Right to Buy)</value>
            </securityTitle>
            <conversionOrExercisePrice>
                <value>34.25</value>
            </conversionOrExercisePrice>
            <transactionDate>
                <value>2021-12-23</value>
            </transactionDate>
            <deemedExecutionDate></deemedExecutionDate>
            <transactionCoding>
                <transactionFormType>4</transactionFormType>
                <transactionCode>A</transactionCode>
                <equitySwapInvolved>0</equitySwapInvolved>
            </transactionCoding>
            <transactionTimeliness>
                <value></value>
            </transactionTimeliness>
            <transactionAmounts>
                <transactionShares>
                    <value>300000</value>
                </transactionShares>
                <transactionPricePerShare>
                    <value>0.00</value>
                </transactionPricePerShare>
                <transactionAcquiredDisposedCode>
                    <value>A</value>
                </transactionAcquiredDisposedCode>
            </transactionAmounts>
            <exerciseDate>
                <footnoteId id="F1"/>
            </exerciseDate>
            <expirationDate>
                <value>2031-12-22</value>
            </expirationDate>
            <underlyingSecurity>
                <underlyingSecurityTitle>
                    <value>Class A Common Stock</value>
                </underlyingSecurityTitle>
                <underlyingSecurityShares>
                    <value>300000</value>
                </underlyingSecurityShares>
            </underlyingSecurity>
            <postTransactionAmounts>
                <sharesOwnedFollowingTransaction>
                    <value>300000</value>
                </sharesOwnedFollowingTransaction>
            </postTransactionAmounts>
            <ownershipNature>
                <directOrIndirectOwnership>
                    <value>D</value>
                </directOrIndirectOwnership>
            </ownershipNature>
        </derivativeTransaction>
    </derivativeTable>

    <footnotes>
        <footnote id="F1">Twenty percent (20%) of the shares subject to the option grant vest on December 15, 2022, and the remaining eighty percent (80%) of each such grant vests on a monthly basis for the following four years, so long as the Reporting Person continues to provide services through such vesting dates.</footnote>
    </footnotes>

    <remarks>Exhibit List
Exhibit 24 - Power of Attorney</remarks>

    <ownerSignature>
        <signatureName>/s/ Richard J. Lutton, Jr., Attorney-in-Fact</signatureName>
        <signatureDate>2021-12-28</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>poa.txt
<DESCRIPTION>POA DOCUMENT
<TEXT>
POWER OF ATTORNEY


KNOW ALL BY THESE PRESENTS that the undersigned hereby constitutes and appoints
each of Thomas M. Siebel and Richard J. Lutton, Jr. of C3.ai, Inc. (the
"Company"), and Eric Jensen of Cooley LLP, signing individually, as the
undersigned's true and lawful attorneys-in-fact and agents to:

1.	Prepare, execute for and on behalf of the undersigned, and submit to the
Securities and Exchange Commission (the "SEC"), in the undersigned's name and
capacity as an officer, director and/or beneficial owner more than 10% of a
registered class of securities of the Company, Forms 3, 4 and 5 (including any
amendments thereto and joint filing agreements in connection therewith) in
accordance with Section 16 of the Securities Exchange Act of 1934, as amended,
and the rules thereunder (the "Exchange Act");

2.	do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to prepare and execute any such Forms 3, 4 or 5,
prepare and execute any amendment or amendments thereto, and joint filing
agreements in connection therewith, and file such forms with the SEC and any
stock exchange, self-regulatory association or similar authority; and

3.	take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney in-fact, may be of benefit to, in the
best interest of, or legally required of, the undersigned, it being understood
that the documents executed by such attorney in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney in-fact's discretion.

      The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, and
their substitutes, 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 Section 16 of the Exchange Act.

      This Power of Attorney shall remain in full force and effect until the
earliest to occur of (a) 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, (b) revocation by the undersigned in a signed
writing delivered to the Company and the foregoing attorneys-in-fact or (c) as
to any attorney-in-fact individually, until such attorney-in-fact is no longer
employed by the Company or employed by or a partner at Cooley LLP, or another
law firm representing the Company, as applicable.

The undersigned has caused this Power of Attorney to be executed as of this 16th
day of November, 2021.

						By:  /s/ Houman Behzadi
						Name:  Houman Behzadi

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
