Summit Partners L P - Dec 9, 2024 Form 4 Insider Report for Klaviyo, Inc. (KVYO)

Role: 10%+ Owner
Signature: /s/ Adam Hennessey, as attorney-in-fact for Summit Partners, L.P.
Stock symbol: KVYO
Transactions as of: Dec 9, 2024
Transactions value $: -$82,215,000
Form type: 4
Date filed: 12/11/2024, 04:57 PM
Previous filing: Nov 25, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KVYO	Series A Common Stock, par value $0.001 per share	Conversion of derivative security		+2.1M			2.1M	Dec 9, 2024	See footnote	F1, F2, F3, F4
transaction	KVYO	Series A Common Stock, par value $0.001 per share	Sale	-$82.2M	-2.1M	-100%	$39.15	0	Dec 9, 2024	See footnotes	F2, F3, F4

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	KVYO	Series B Common Stock, par value $0.001 per share	Conversion of derivative security	$0	+2.1M	+5.42%	$0.00	40.8M	Dec 9, 2024	Series A Common Stock, par value $0.001 per share	2.1M		See footnote	F1, F2, F3, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The Series B common stock, par value $0.001 per share ("Series B Common Stock"), is convertible into an equal number of shares of Series A common stock, par value $0.001 per share ("Series A Common Stock"), at any time, at the holder's election, and has no expiration date. Each share of Series B Common Stock will automatically convert into Series A Common Stock upon the earlier of (i) the date specified by 66-2/3% of the outstanding shares of Series B Common Stock, voting as a single series; (ii) following the seventh anniversary of the closing of Klaviyo, Inc.'s (the "Company") initial public offering; or (iii) any transfer, whether or not for value, except for certain permitted transfers described in the Company's certificate of incorporation. On December 9, 2024, the reporting persons directed the sale of an aggregate of 2,100,000 shares of their Series B Common Stock, resulting in the automatic conversion of the shares into Series A Common Stock upon execution of the sale.
F2	Summit Partners, L.P. is the manager of Summit Partners GE IX, LLC, which is the general partner of Summit Partners GE IX, LP, which is the general partner of Summit Partners Growth Equity Fund IX-A, L.P. ("Fund IX-A") and Summit Partners Growth Equity Fund IX-B, L.P. ("Fund IX-B"). Summit Partners, L.P. is the managing member of Summit Partners Co-Invest Kiwi GP, LLC, which is the general partner of Summit Partners Co-Invest (Kiwi), L.P. ("Kiwi Co-Invest Fund"). Summit Master Company, LLC is the general partner of Summit Partners, L.P., which is the manager of Summit Investors Management, LLC, which is the manager of Summit Investors GE IX/VC IV, LLC ("Fund IX/VC IV") and the general partner of Summit Investors GE IX/VC IV (UK), L.P. ("Fund IX/VC IV (UK)").
F3	(continued from footnote 2) Summit Master Company, LLC, as the managing member of Summit Investors Management, LLC, has delegated voting and investment decisions with respect to the Series B Common Stock held by Fund IX/VC IV and Fund IX/VC IV (UK) to Summit Partners, L.P.
F4	The investment committee of Summit Partners, L.P., is currently composed of Peter Y. Chung, Scott C. Collins, and Peter L. Rottier, who may be deemed to have voting and dispositive authority over, and therefore beneficial ownership of, the reported securities. Each of the foregoing entities, Mr. Chung, Mr. Collins, and Mr. Rottier disclaims beneficial ownership of the shares, except to the extent of such person's or entity's pecuniary interest therein and the filing of this statement shall not be deemed an admission that any of the foregoing entities or persons are, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any equity securities covered by this statement.
F5	Consists of (i) 24,130,130 shares of Series B Common Stock held by Fund IX-A, (ii) 15,066,515 shares of Series B Common Stock held by Fund IX-B, (iii) 1,487,851 shares of Series B Common Stock held by Kiwi Co-Invest Fund, (iv) 126,822 shares of Series B Common Stock held by Fund IX/VC IV, and (v) 16,460 shares of Series B Common Stock held by Fund IX/VC IV (UK).