Isabelle Winkles - Jan 26, 2022 Form 4 Insider Report for Braze, Inc. (BRZE)

Role: Chief Financial Officer
Signature: /s/ Susan Wiseman
Stock symbol: BRZE
Transactions as of: Jan 26, 2022
Transactions value $: $0
Form type: 4
Date filed: 1/27/2022, 05:14 PM
Previous filing: Nov 23, 2021
Next filing: Apr 1, 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		+19.7K			19.7K	Jan 26, 2022	Direct	F1, F2

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	Stock Option (Right to Buy)	Options Exercise	$0	-19.7K	-4.82%	$0.00	389K	Jan 26, 2022	Class B Common Stock	19.7K	$4.88	Direct	F2, F3
transaction	BRZE	Class B Common Stock	Options Exercise	$0	+19.7K	+2429.75%	$0.00	20.5K	Jan 26, 2022	Class A Common Stock	19.7K		Direct	F2
transaction	BRZE	Class B Common Stock	Conversion of derivative security	$0	-19.7K	-96.05%	$0.00	810	Jan 26, 2022	Class A Common Stock	19.7K		Direct	F2

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

Explanation of Responses:

Id	Content
F1	This transaction was effected in accordance with the terms of a lock-up agreement between the Reporting Person and the underwriters in the Issuer's initial public offering. All securities beneficially owned by the Reporting Person remain subject to these lock-up restrictions.
F2	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.
F3	One fourth (1/4th) of the shares subject to the option award vested on January 31, 2021, and one thirty-sixth(1/36th) of the remaining shares subject to the option award vested or shall vest on the last day of each month thereafter, subject to the Reporting Person's continuous service through such vesting date.