Bialecki Andrew - 09 Dec 2025 Form 4 Insider Report for Klaviyo, Inc. (KVYO)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ Landon Edmond, Attorney-in-Fact
Issuer symbol
KVYO
Transactions as of
09 Dec 2025
Net transactions value
-$6,874,073
Form type
4
Filing time
11 Dec 2025, 16:22:24 UTC
Previous filing
04 Dec 2025
Next filing
17 Dec 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Bialecki Andrew Chief Executive Officer, Director, 10%+ Owner C/O KLAVIYO, INC., 125 SUMMER STREET, 6TH FLOOR, BOSTON /s/ Landon Edmond, Attorney-in-Fact 11 Dec 2025 0001991099

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KVYO Series A Common Stock Conversion of derivative security +131,362 131,362 09 Dec 2025 Direct F1, F2
transaction KVYO Series A Common Stock Sale $3,841,134 -130,562 -99% $29.42 800 09 Dec 2025 Direct F1, F3
transaction KVYO Series A Common Stock Sale $23,072 -800 -100% $28.84 0 09 Dec 2025 Direct F1, F4
transaction KVYO Series A Common Stock Conversion of derivative security +82,223 82,223 10 Dec 2025 Direct F1, F2
transaction KVYO Series A Common Stock Sale $2,476,557 -82,223 -100% $30.12 0 10 Dec 2025 Direct F1, F5
transaction KVYO Series A Common Stock Conversion of derivative security +17,777 17,777 11 Dec 2025 Direct F1, F2
transaction KVYO Series A Common Stock Sale $533,310 -17,777 -100% $30.00 0 11 Dec 2025 Direct F1
transaction KVYO Series A Common Stock Conversion of derivative security +3,419,000 3,419,000 11 Dec 2025 Direct F6
transaction KVYO Series A Common Stock Gift $0 -3,419,000 -100% $0.000000 0 11 Dec 2025 Direct F7

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 Series B Common Stock Conversion of derivative security $0 -131,362 -0.18% $0.000000 73,426,537 09 Dec 2025 Series A Common Stock 131,362 Direct F1, F2
transaction KVYO Series B Common Stock Conversion of derivative security $0 -82,223 -0.11% $0.000000 73,344,314 10 Dec 2025 Series A Common Stock 82,223 Direct F1, F2
transaction KVYO Series B Common Stock Conversion of derivative security $0 -17,777 -0.02% $0.000000 73,326,537 11 Dec 2025 Series A Common Stock 17,777 Direct F1, F2
transaction KVYO Series B Common Stock Conversion of derivative security $0 -3,419,000 -4.7% $0.000000 69,907,537 11 Dec 2025 Series A Common Stock 3,419,000 Direct F2
holding KVYO Series B Common Stock 7,517,410 09 Dec 2025 Series A Common Stock 7,517,410 By The Andrew P. Bialecki Grantor Retained Annuity Trust I of 2023 F2, F8
holding KVYO Series B Common Stock 517,006 09 Dec 2025 Series A Common Stock 517,006 By The Elizabeth L. Bialecki Irrevocable GST Trust of 2023 F2, F9
holding KVYO Series B Common Stock 517,006 09 Dec 2025 Series A Common Stock 517,006 By The Andrew P. Bialecki Irrevocable GST Trust of 2023 F2, F10
holding KVYO Series B Common Stock 43,218 09 Dec 2025 Series A Common Stock 43,218 By spouse F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 These transactions were effected by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2025.
F2 Each share of the Issuer's Series B Common Stock, par value $0.001 per share ("Series B Common Stock"), is convertible at any time at the option of the holder into one share of the Issuer's Series A Common Stock, par value $0.001 per share ("Series A Common Stock"), and will automatically convert into one share of 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.
F3 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $28.92 to $29.89 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $28.81 to $28.89 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $30.00 to $30.45 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6 The Reporting Person directed the transfer of 3,419,000 shares of their Series B Common Stock in connection with a bona fide gift to a donor-advised fund, resulting in the automatic conversion of the shares into Series A Common Stock upon execution of the transfer pursuant to the Issuer's certificate of incorporation.
F7 Represents a bona fide gift of 3,419,000 shares of stock from the Reporting Person to a donor-advised fund. The Reporting Person directed the transfer of 3,419,000 shares of their Series B Common Stock, resulting in the automatic conversion of the shares into Series A Common Stock upon execution of the transfer pursuant to the Issuer's certificate of incorporation.
F8 Shares held by the Andrew P. Bialecki Grantor Retained Annuity Trust I of 2023, of which the Reporting Person serves as trustee. The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
F9 Shares held by the Elizabeth L. Bialecki Irrevocable GST Trust of 2023, of which the Reporting Person serves as a trustee. The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
F10 Shares held by the Andrew P. Bialecki Irrevocable GST Trust of 2023, of which the Reporting Person's spouse serves as a trustee. The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.