ICONIQ Strategic Partners III, L.P. - Nov 16, 2021 Form 3 Insider Report for Braze, Inc. (BRZE)

Role
10%+ Owner
Signature
ICONIQ Strategic Partners III, L.P., By: ICONIQ Strategic Partners III GP, L.P., By: ICONIQ Strategic Partners III TT GP, Ltd., By: Kevin Foster, Title: Authorized Signatory, /s/ Kevin Foster
Stock symbol
BRZE
Transactions as of
Nov 16, 2021
Transactions value $
$0
Form type
3
Date filed
11/16/2021, 08:00 PM
Previous filing
Oct 18, 2021
Next filing
Nov 23, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding BRZE Common Stock 293K Nov 16, 2021 Direct F1, F2, F6, F7
holding BRZE Common Stock 313K Nov 16, 2021 By ICONIQ Strategic Partners III-B, L.P. F1, F3, F6, F7

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding BRZE Series A Preferred Stock Nov 16, 2021 Common Stock 349K Direct F1, F2, F6, F7, F8
holding BRZE Series A Preferred Stock Nov 16, 2021 Common Stock 373K By ICONIQ Strategic Partners III-B, L.P. F1, F3, F6, F7, F8
holding BRZE Series A Preferred Stock Nov 16, 2021 Common Stock 294K By ICONIQ Strategic Partners V, L.P. F1, F4, F6, F7, F8
holding BRZE Series A Preferred Stock Nov 16, 2021 Common Stock 453K By ICONIQ Strategic Partners V-B, L.P. F1, F5, F6, F7, F8
holding BRZE Series A Preferred Stock-NV Nov 16, 2021 Common Stock 261K Direct F1, F2, F6, F7, F8
holding BRZE Series A Preferred Stock-NV Nov 16, 2021 Common Stock 279K By ICONIQ Strategic Partners III-B, L.P. F1, F3, F6, F7, F8
holding BRZE Series A-1 Preferred Stock Nov 16, 2021 Common Stock 199K Direct F1, F2, F6, F7, F8
holding BRZE Series A-1 Preferred Stock Nov 16, 2021 Common Stock 212K By ICONIQ Strategic Partners III-B, L.P. F1, F3, F6, F7, F8
holding BRZE Series A-1 Preferred Stock-NV Nov 16, 2021 Common Stock 36.8K Direct F1, F2, F6, F7, F8
holding BRZE Series A-1 Preferred Stock-NV Nov 16, 2021 Common Stock 39.3K By ICONIQ Strategic Partners III-B, L.P. F1, F3, F6, F7, F8
holding BRZE Series B Preferred Stock Nov 16, 2021 Common Stock 616K By ICONIQ Strategic Partners V, L.P. F1, F4, F6, F7, F8
holding BRZE Series B Preferred Stock Nov 16, 2021 Common Stock 949K By ICONIQ Strategic Partners V-B, L.P. F1, F5, F6, F7, F8
holding BRZE Series C Preferred Stock Nov 16, 2021 Common Stock 11.5K Direct F1, F2, F6, F7, F8
holding BRZE Series C Preferred Stock Nov 16, 2021 Common Stock 12.3K By ICONIQ Strategic Partners III-B, L.P. F1, F3, F6, F7, F8
holding BRZE Series D Preferred Stock Nov 16, 2021 Common Stock 3.6M Direct F1, F2, F6, F7, F8
holding BRZE Series D Preferred Stock Nov 16, 2021 Common Stock 3.85M By ICONIQ Strategic Partners III-B, L.P. F1, F3, F6, F7, F8
holding BRZE Series E Preferred Stock Nov 16, 2021 Common Stock 767K Direct F1, F2, F6, F7, F8
holding BRZE Series E Preferred Stock Nov 16, 2021 Common Stock 819K By ICONIQ Strategic Partners III-B, L.P. F1, F3, F6, F7, F8
holding BRZE Series E Preferred Stock Nov 16, 2021 Common Stock 14.7K By ICONIQ Strategic Partners V, L.P. F1, F4, F6, F7, F8
holding BRZE Series E Preferred Stock Nov 16, 2021 Common Stock 22.6K By ICONIQ Strategic Partners V-B, L.P. F1, F5, F6, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Immediately prior to closing of the Issuer's initial public offering ("IPO"), the shares of Series A Preferred Stock, Series A Preferred Stock-NV, Series A-1 Preferred Stock, Series A-1 Preferred Stock-NV, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock (collectively, the "Preferred Stock") will automatically convert into shares of Common Stock. Immediately following such conversion but prior to closing of the IPO, the shares of Common Stock will be reclassified into Class B Common Stock on a one-for-one basis (the "Reclassification"). Following the Reclassification, each share of Class B Common Stock will be convertible into one share of the Issuer's Class A Common Stock at any time and will convert automatically upon certain transfers and upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation.
F2 The shares are held by ICONIQ Strategic Partners III, L.P. ("ICONIQ III").
F3 The shares are held by ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B").
F4 The shares are held by ICONIQ Strategic Partners V, L.P. ("ICONIQ V").
F5 The shares are held by ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B").
F6 ICONIQ Strategic Partners III GP, L.P. ("ICONIQ III GP") is the sole general partner of each of ICONIQ III and ICONIQ III-B. ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ III Parent GP") is the sole general partner of ICONIQ III GP. ICONIQ Strategic Partners V GP, L.P. ("ICONIQ V GP") is the sole general partner of each of ICONIQ V and ICONIQ V-B. ICONIQ Strategic Partners V TT GP, Ltd. ("ICONIQ V Parent GP") is the sole general partner of ICONIQ V GP. Divesh Makan ("Makan") and William J.G. Griffith ("Griffith") are the sole equity holders of ICONIQ III Parent GP. Makan, Griffith and Matthew Jacobson ("Jacobson") are the sole equity holders of ICONIQ V Parent GP.
F7 Each of ICONIQ III GP, ICONIQ III Parent GP, ICONIQ V GP, ICONIQ V Parent GP, Makan, Griffith and Jacobson disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
F8 These shares of Preferred Stock are convertible into Common Stock at the option of the holder, and will automatically convert into the number of shares shown in column 3 immediately prior to closing of the IPO. The Preferred Stock has no expiration date.