Douglas A. Pepper - Jan 11, 2022 Form 4 Insider Report for Braze, Inc. (BRZE)

Role
Director
Signature
/s/ Douglas A. Pepper
Stock symbol
BRZE
Transactions as of
Jan 11, 2022
Transactions value $
$0
Form type
4
Date filed
1/13/2022, 03:30 PM
Previous filing
Nov 23, 2021
Next filing
Mar 25, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BRZE Class A Common Stock Conversion of derivative security +1.33M 1.33M Jan 11, 2022 By ICONIQ Strategic Partners III, L.P. F1, F2, F3, F10, F11
transaction BRZE Class A Common Stock Conversion of derivative security +1.42M 1.42M Jan 11, 2022 By ICONIQ Strategic Partners III-B, L.P. F2, F4, F5, F10, F11
holding BRZE Class A Common Stock 145K Jan 11, 2022 By ICONIQ Strategic Partners VI, L.P. F6, F10, F11
holding BRZE Class A Common Stock 180K Jan 11, 2022 By ICONIQ Strategic Partners VI-B, L.P. F7, F10, F11

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
transaction BRZE Class B Common Stock Conversion of derivative security $0 -1.33M -24.12% $0.00 4.19M Jan 11, 2022 Class A Common Stock 1.33M By ICONIQ Strategic Partners III, L.P. F1, F3, F10, F11, F12
transaction BRZE Class B Common Stock Conversion of derivative security $0 -1.42M -24.12% $0.00 4.47M Jan 11, 2022 Class A Common Stock 1.42M By ICONIQ Strategic Partners III-B, L.P. F4, F5, F10, F11, F12
holding BRZE Class B Common Stock 925K Jan 11, 2022 Class A Common Stock 925K By ICONIQ Strategic Partners V, L.P. F8, F10, F11, F12
holding BRZE Class B Common Stock 1.42M Jan 11, 2022 Class A Common Stock 1.42M By ICONIQ Strategic Partners V-B, L.P. F9, F10, F11, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On January 11, 2022, ICONIQ Strategic Partners III, L.P. ("ICONIQ III") converted in the aggregate 1,330,664 shares of the Issuer's Class B Common Stock into 1,330,664 shares of the Issuer's Class A Common Stock.
F2 These shares of Class A Common Stock remain subject to a lock-up agreement with the underwriters of the Issuer's initial public offering.
F3 The shares are held by ICONIQ III.
F4 On January 11, 2022, ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B") converted in the aggregate 1,421,809 shares of the Issuer's Class B Common Stock into 1,421,809 shares of the Issuer's Class A Common Stock.
F5 The shares are held by ICONIQ III-B.
F6 The shares are held by ICONIQ Strategic Partners VI, L.P. ("ICONIQ VI").
F7 The shares are held by ICONIQ Strategic Partners VI-B, L.P. ("ICONIQ VI-B").
F8 The shares are held by ICONIQ Strategic Partners V, L.P. ("ICONIQ V").
F9 The shares are held by ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B").
F10 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. ICONIQ Strategic Partners VI GP, L.P. ("ICONIQ VI GP") is the sole general partner of each of ICONIQ VI and ICONIQ VI-B. ICONIQ Strategic Partners VI TT GP, Ltd. ("ICONIQ VI Parent GP") is the sole general partner of ICONIQ VI 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 each of ICONIQ V Parent GP and ICONIQ VI Parent GP.
F11 The Reporting Person is a partner at ICONIQ Capital and may have limited partner or other interests in one or more of the entities described herein. The Reporting Person 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 his pecuniary interest therein, if any, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 of the Exchange Act or any other purpose.
F12 Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock. Each share of Class B Common Stock will convert automatically into shares of Class A Common Stock, on a one-to-one basis, upon the following: (1) the death of a Class B common stockholder who is a natural person, (2) the last trading day of the fiscal quarter immediately following the fifth anniversary of this offering, (3) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B Common Stock and (4) the last trading day of the fiscal quarter during which the then outstanding shares of Class B Common Stock first represent less than 10% of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock.