Dario Calogero - Sep 9, 2021 Form 4 Insider Report for Kaleyra, Inc. (KLR)

Signature
/s/ Dario Calogero, Individually
Stock symbol
KLR
Transactions as of
Sep 9, 2021
Transactions value $
-$957,886
Form type
4
Date filed
9/10/2021, 09:34 PM
Previous filing
Sep 8, 2021
Next filing
Dec 10, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KLR Common Stock Sale -$492K -40K -6.01% $12.30 625K Sep 3, 2021 Direct F3
transaction KLR Common Stock Sale -$466K -37.5K -0.69% $12.42 5.44M Sep 9, 2021 By Maya Investments Ltd. F4, F5
holding KLR Common Stock 665K Sep 9, 2021 Direct F1, F2
holding KLR Common Stock 5.47M Sep 9, 2021 By Maya Investments Ltd. F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As previously disclosed, includes 679,927 Restricted Stock Units ("RSUs") issued by Kaleyra, Inc. (the "Company"), of which (i) 454,025 of such RSUs were granted on December 16, 2019 and vest as follows: 25% of the RSUs have vested on February 1, 2021, and the remaining 75% vest in twelve quarterly installments thereafter, beginning on May 1, 2021 and ending on February 1, 2024; (ii) 115,000 of such RSUs were granted on February 10, 2021 and vest in sixteen quarterly installments beginning on May 1, 2021 and ending February 1, 2025; (iii) 10,902 of such RSUs were granted on March 10, 2021 and vest in in full on May 1, 2021, and (iv) 100,000 RSUs were granted on August 4, 2021, such RSU award to vest on May 1, 2022 provided that the Company achieves in fiscal year 2021, certain total revenue and adjusted gross margin targets.
F2 The Company may withhold shares of stock subject to the RSUs at the time of vesting for the purposes of satisfying any tax withholding obligations which arise in connection with the vesting of such RSUs issued to Mr. Calogero.
F3 The price reported in Column 4 is a weighted average price. These shares were acquired in multiple transactions ranging from $12.20 to $12.40, inclusive. The reporting person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the ranges set forth in footnote (3) to this Form 4.
F4 Maya Investments Ltd. ("Maya") is affiliated with Mr. Calogero and the shares received by Maya are beneficially owned by Mr. Calogero, who is the Chief Executive Officer, President, and Director of the Company.
F5 The price reported in Column 4 is a weighted average price. These shares were acquired in multiple transactions ranging from $12.3999 to $12.4499, inclusive. The reporting person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the ranges set forth in footnote (5) to this Form 4.

Remarks:

Of the total RSUs listed in Footnote 1, 10,000 shares previously vested have already been sold and reported, and an additional 4,547 shares were previously withheld and sold for the satisfaction of tax withholding obligations.