Neeraj Agrawal - 29 May 2025 Form 4 Insider Report for Braze, Inc. (BRZE)

Role
Director
Signature
/s/ Christopher Schiavo, as Attorney-in-Fact for Neeraj Agrawal
Issuer symbol
BRZE
Transactions as of
29 May 2025
Net transactions value
$0
Form type
4
Filing time
02 Jun 2025, 18:03:06 UTC
Previous filing
29 May 2025
Next filing
11 Jun 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Agrawal Neeraj Director C/O BATTERY VENTURES, ONE MARINA PARK DRIVE, SUITE 1100, BOSTON /s/ Christopher Schiavo, as Attorney-in-Fact for Neeraj Agrawal 02 Jun 2025 0001532809

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 +27,000 +833% 30,241 29 May 2025 By Battery Investment Partners XI, LLC F1, F2
transaction BRZE Class A Common Stock Conversion of derivative security +582,572 +833% 652,535 29 May 2025 By Battery Ventures XI-A, L.P. F1, F3
transaction BRZE Class A Common Stock Conversion of derivative security +153,928 +833% 172,413 29 May 2025 By Battery Ventures XI-B, L.P. F1, F4
transaction BRZE Class A Common Stock Conversion of derivative security +605,256 +833% 677,940 29 May 2025 By Battery Ventures XI-A Side Fund, L.P. F1, F5
transaction BRZE Class A Common Stock Conversion of derivative security +131,244 +833% 147,008 29 May 2025 By Battery Ventures XI-B Side Fund, L.P. F1, F6
holding BRZE Class A Common Stock 29,250 29 May 2025 By Battery Investment Partners Select Fund I,L.P. F7
holding BRZE Class A Common Stock 1,395,750 29 May 2025 By Battery Ventures Select Fund I,L.P. F8
holding BRZE Class A Common Stock 15,269 29 May 2025 Direct
holding BRZE Class A Common Stock 709,037 29 May 2025 By Trust F9
holding BRZE Class A Common Stock 1,510 29 May 2025 By Trust F10

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 Class B Common Stock Conversion of derivative security $0 -27,000 -27% $0.000000 73,137 29 May 2025 Class A Common Stock 27,000 By Battery Investment Partners XI, LLC F1, F2, F11
transaction BRZE Class B Common Stock Conversion of derivative security $0 -582,572 -27% $0.000000 1,577,922 29 May 2025 Class A Common Stock 582,572 By Battery Ventures XI-A, L.P. F1, F3, F11
transaction BRZE Class B Common Stock Conversion of derivative security $0 -153,928 -27% $0.000000 416,920 29 May 2025 Class A Common Stock 153,928 By Battery Ventures XI-B, L.P. F1, F4, F11
transaction BRZE Class B Common Stock Conversion of derivative security $0 -605,256 -27% $0.000000 1,639,369 29 May 2025 Class A Common Stock 605,256 By Battery Ventures XI-A Side Fund, L.P. F1, F5, F11
transaction BRZE Class B Common Stock Conversion of derivative security $0 -131,244 -27% $0.000000 355,473 29 May 2025 Class A Common Stock 131,244 By Battery Ventures XI-B Side Fund, L.P. F1, F6, F11
holding BRZE Class B Common Stock 221,708 29 May 2025 Class A Common Stock 221,708 By Battery Investment Partners Select Fund I, L.P. F7, F11
holding BRZE Class B Common Stock 1,141,717 29 May 2025 Class A Common Stock 1,141,717 By Battery Ventures Select Fund I, L.P. F8, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These shares of Class B common stock were converted on a one-for-one basis into Class A common stock.
F2 Securities are held by Battery Investment Partners XI, LLC ("BIP XI"). The sole managing member of BIP XI is Battery Partners XI, LLC ("BP XI"). The Reporting Person is a managing member of BP XI and may be deemed to share voting and dispositive power over these securities. 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 Securities are held by Battery Ventures XI-A, L.P. ("BV XI-A"). The sole general partner of BV XI-A is BP XI. The Reporting Person is a managing member of BP XI and may be deemed to share voting and dispositive power over these securities. 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 Securities are held by Battery Ventures XI-B, L.P. ("BV XI-B"). The sole general partner of BV XI-B is BP XI. The Reporting Person is a managing member of BP XI and may be deemed to share voting and dispositive power over these securities. 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 Securities are held 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"). The Reporting Person is a managing member of BP XI SF and may be deemed to share voting and dispositive power over these securities. 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 Securities are held 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. The Reporting Person is a managing member of BP XI SF and may be deemed to share voting and dispositive power over these securities. 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.
F7 Securities are held 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"). The Reporting Person is a managing member of BP Select I GP and may be deemed to share voting and dispositive power over these securities. 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.
F8 Securities are held 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. The Reporting Person is a managing member of BP Select I GP and may be deemed to share voting and dispositive power over theses securities. 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.
F9 Securities are held by the Neeraj Agrawal Irrevocable GST Trust of 2013, of which the Reporting Person's spouse is the trustee. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his proportionate pecuniary interest therein.
F10 Securities are held by Neeraj Agrawal Revocable Trust of 2012, of which the Reporting Person is the trustee. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his proportionate pecuniary interest therein.
F11 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.