Shopify Strategic Holdings 3 LLC - Oct 31, 2023 Form 4 Insider Report for Klaviyo, Inc. (KVYO)

Role
10%+ Owner
Signature
SHOPIFY STRATEGIC HOLDINGS 3 LLC, By: /s/ Jason Kilpela, Director
Stock symbol
KVYO
Transactions as of
Oct 31, 2023
Transactions value $
$3,444
Form type
4
Date filed
11/2/2023, 04:46 PM
Previous filing
Oct 2, 2023
Next filing
Jan 30, 2024

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 Warrants to Purchase Series B Common Stock (Right to Buy) Exercise of in-the-money or at-the-money derivative security $0 -344K -6.25% $0.00 5.17M Oct 31, 2023 Series B Common Stock 344K $0.01 Direct F1, F2
transaction KVYO Series B Common Stock Exercise of in-the-money or at-the-money derivative security $3.44K +344K +2.61% $0.01* 13.5M Oct 31, 2023 Series A Common Stock 344K Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 25% of the shares subject to the warrants vested on July 28, 2022, and the remaining shares vest quarterly in equal amounts through July 28, 2027. Notwithstanding the foregoing, in connection with the Issuer's initial public offering ("IPO"), 25% of the total number of shares subject to the warrants vested immediately prior to the completion of the IPO.
F2 Reflects securities held directly by Shopify Strategic Holdings 3 LLC, a wholly-owned subsidiary of Shopify Inc. ("Shopify"). Shopify is an indirect beneficial owner and disclaims beneficial ownership except to the extent of its pecuniary interest therein.
F3 Each share of Series B Common Stock is convertible at any time at the option of the holder into one share of Series A Common Stock of the Issuer, and will automatically convert into Series A Common Stock upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation. The Series B Common Stock has no expiration date.