Neeraj Agrawal - 19 Nov 2021 Form 4 Insider Report for Braze, Inc. (BRZE)

Signature
/s/ Susan Wiseman, Attorney-in-Fact
Issuer symbol
BRZE
Transactions as of
19 Nov 2021
Net transactions value
+$21,125,000
Form type
4
Filing time
23 Nov 2021, 15:44:04 UTC
Previous filing
16 Nov 2021
Next filing
24 Nov 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BRZE Common Stock Conversion of derivative security +6,220,863 6,220,863 19 Nov 2021 By Battery Ventures XI-A Side Fund, L.P. F1, F2
transaction BRZE Common Stock Conversion of derivative security +1,348,927 1,348,927 19 Nov 2021 By Battery Ventures XI-B Side Fund, L.P. F1, F3
transaction BRZE Common Stock Conversion of derivative security +221,708 221,708 19 Nov 2021 By Battery Investment Partners Select Fund I, L.P. F1, F4
transaction BRZE Common Stock Conversion of derivative security +2,241,717 2,241,717 19 Nov 2021 By Battery Ventures Select Fund I, L.P. F1, F5
transaction BRZE Common Stock Other -6,220,863 -100% 0 19 Nov 2021 By Battery Ventures XI-A Side Fund, L.P. F2, F6
transaction BRZE Common Stock Other -1,348,927 -100% 0 19 Nov 2021 By Battery Ventures XI-B Side Fund, L.P. F3, F6
transaction BRZE Common Stock Other -221,708 -100% 0 19 Nov 2021 By Battery Investment Partners Select Fund I, L.P. F4, F6
transaction BRZE Common Stock Other -2,241,717 -100% 0 19 Nov 2021 By Battery Ventures Select Fund I, L.P. F5, F6
transaction BRZE Class A Common Stock Conversion of derivative security +1,100,000 1,100,000 19 Nov 2021 By Battery Ventures Select Fund I, L.P. F5, F7
transaction BRZE Class A Common Stock Purchase $1,901,250 +29,250 $65.00 29,250 19 Nov 2021 By Battery Investment Partners Select Fund I, L.P. F4
transaction BRZE Class A Common Stock Purchase $19,223,750 +295,750 +27% $65.00 1,395,750 19 Nov 2021 By Battery Ventures Select Fund I, L.P. F5

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 Series A-1 Preferred-NV Stock Conversion of derivative security $0 -30,732 -100% $0.000000* 0 19 Nov 2021 Common Stock 30,732 By Battery Ventures XI-A Side Fund, L.P. F1, F2
transaction BRZE Series A-1 Preferred-NV Stock Conversion of derivative security $0 -6,664 -100% $0.000000* 0 19 Nov 2021 Common Stock 6,664 By Battery Ventures XI-B Side Fund, L.P. F1, F3
transaction BRZE Series A Preferred Stock Conversion of derivative security $0 -159,150 -100% $0.000000* 0 19 Nov 2021 Common Stock 159,150 By Battery Investment Partners Select Fund I, L.P. F1, F4
transaction BRZE Series A Preferred Stock Conversion of derivative security $0 -1,609,187 -100% $0.000000* 0 19 Nov 2021 Common Stock 1,609,187 By Battery Ventures Select Fund I, L.P. F1, F5
transaction BRZE Series A Preferred-NV Stock Conversion of derivative security $0 -218,095 -100% $0.000000* 0 19 Nov 2021 Common Stock 218,095 By Battery Ventures XI-A Side Fund, L.P. F1, F2
transaction BRZE Series A Preferred-NV Stock Conversion of derivative security $0 -47,292 -100% $0.000000* 0 19 Nov 2021 Common Stock 47,292 By Battery Ventures XI-B Side Fund, L.P. F1, F3
transaction BRZE Series B Preferred Stock Conversion of derivative security $0 -51,586 -100% $0.000000* 0 19 Nov 2021 Common Stock 51,586 By Battery Investment Partners Select Fund I, L.P. F1, F4
transaction BRZE Series B Preferred Stock Conversion of derivative security $0 -521,585 -100% $0.000000* 0 19 Nov 2021 Common Stock 521,585 By Battery Ventures Select Fund I, L.P. F1, F5
transaction BRZE Series B Preferred-NV Stock Conversion of derivative security $0 -256,897 -100% $0.000000* 0 19 Nov 2021 Common Stock 256,897 By Battery Ventures XI-A Side Fund, L.P. F1, F2
transaction BRZE Series B Preferred-NV Stock Conversion of derivative security $0 -55,706 -100% $0.000000* 0 19 Nov 2021 Common Stock 55,706 By Battery Ventures XI-B Side Fund, L.P. F1, F3
transaction BRZE Series C Preferred Stock Conversion of derivative security $0 -4,242,496 -100% $0.000000* 0 19 Nov 2021 Common Stock 4,242,496 By Battery Ventures XI-A Side Fund, L.P. F1, F2
transaction BRZE Series C Preferred Stock Conversion of derivative security $0 -919,936 -100% $0.000000* 0 19 Nov 2021 Common Stock 919,936 By Battery Ventures XI-B Side Fund, L.P. F1, F3
transaction BRZE Series D Preferred Stock Conversion of derivative security $0 -619,624 -100% $0.000000* 0 19 Nov 2021 Common Stock 619,624 By Battery Ventures XI-A Side Fund, L.P. F1, F2
transaction BRZE Series D Preferred Stock Conversion of derivative security $0 -134,360 -100% $0.000000* 0 19 Nov 2021 Common Stock 134,360 By Battery Ventures XI-B Side Fund, L.P. F1, F3
transaction BRZE Series E Preferred Stock Conversion of derivative security $0 -853,019 -100% $0.000000* 0 19 Nov 2021 Common Stock 853,019 By Battery Ventures XI-A Side Fund, L.P. F1, F2
transaction BRZE Series E Preferred Stock Conversion of derivative security $0 -184,969 -100% $0.000000* 0 19 Nov 2021 Common Stock 184,969 By Battery Ventures XI-B Side Fund, L.P. F1, F2
transaction BRZE Series E Preferred Stock Conversion of derivative security $0 -10,972 -100% $0.000000* 0 19 Nov 2021 Common Stock 10,972 By Battery Investment Partners Select Fund I, L.P. F1, F4
transaction BRZE Series E Preferred Stock Conversion of derivative security $0 -110,945 -100% $0.000000* 0 19 Nov 2021 Common Stock 110,945 By Battery Ventures Select Fund I, L.P. F1, F5
transaction BRZE Class B Common Stock Other $0 +6,220,863 $0.000000 6,220,863 19 Nov 2021 Class A Common Stock 6,220,863 By Battery Ventures XI-A Side Fund, L.P. F2, F6, F7
transaction BRZE Class B Common Stock Other $0 +1,348,927 $0.000000 1,348,927 19 Nov 2021 Class A Common Stock 1,348,927 By Battery Ventures XI-B Side Fund, L.P. F3, F6, F7
transaction BRZE Class B Common Stock Other $0 +221,708 $0.000000 221,708 19 Nov 2021 Class A Common Stock 221,708 By Battery Investment Partners Select Fund I, L.P. F4, F6, F7
transaction BRZE Class B Common Stock Other $0 +2,241,717 $0.000000 2,241,717 19 Nov 2021 Class A Common Stock 2,241,717 By Battery Ventures Select Fund I, L.P. F5, F6, F7
transaction BRZE Class B Common Stock Conversion of derivative security $0 -1,100,000 -49% $0.000000 1,141,717 19 Nov 2021 Class A Common Stock 1,100,000 By Battery Ventures Select Fund I, L.P. F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series A-1 Preferred Stock-NV, Series A Preferred Stock, Series A Preferred Stock-NV, Series B Preferred Stock, Series B Preferred Stock-NV, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock automatically converted into shares of Common Stock on a 1:1 basis prior to being reclassified into shares of Series B Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering.
F2 The reported securities are owned directly by Battery Ventures XI-A Side Fund, L.P. ("BV XI-A SF"). The sole general partner of BV XI-A SF is Battery Partners XI Side Fund, LLC ("BP XI SF"). BP XI SF's investment adviser is Battery Management Corp. ("BMC"). The Reporting Person is a managing member of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BV XI-A SF. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
F3 The reported securities are owned directly by Battery Ventures XI-B Side Fund, L.P. ("BV XI-B SF"). The sole general partner of BV XI-B SF is BP XI SF. BP XI SF's investment adviser is BMC. The Reporting Person is a managing member of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BV XI-B SF. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
F4 The reported securities are owned directly by Battery Investment Partners Select Fund I, L.P. ("BIP Select I"). The sole general partner of BIP Select I is Battery Partners Select Fund I GP, LLC ("BP Select I GP"). BP Select I GP's investment adviser is BMC. The Reporting Person is a managing member of BP Select I GP and may be deemed to share voting and dispositive power over the securities held by BIP Select I. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
F5 The reported securities are owned directly by Battery Ventures Select Fund I, L.P. ("BV Select I"). The sole general partner of BV Select I is Battery Partners Select Fund I, L.P. ("BP Select I"). The general partner of BP Select I is BP Select I GP. BP Select I GP's investment adviser is BMC. The Reporting Person is a managing member of BP Select I GP and may be deemed to share voting and dispositive power over the securities held by BV Select I. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
F6 Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
F7 Each share of Class B Common Stock is convertible into one share of Class A Common Stock (A) at any time at the option of the Reporting Person or (B) automatically upon the occurrence of the following: (1) the transfer of such share of Class B Common Stock, except for certain transfers whereby the Reporting Person continues to hold sole voting and dispositive power with respect to each such share, (2) the death of a Class B common stockholder who is a natural person, (3) the last trading day of the fiscal quarter immediately following the fifth anniversary of the Issuer's initial public offering, (4) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B common stock and (5) 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.

Remarks:

This Form 4 is the second of two Form 3s being filed by the Reporting Person relating to the same event. The Form 4 has been split into two filings to cover all transactions of the Reporting Person, because the SEC's EDGAR filing system limits a single Form 4 to a maximum of 30 lines.