Shopify Strategic Holdings 3 LLC - Sep 20, 2023 Form 3 Insider Report for Klaviyo, Inc. (KVYO)

Role
10%+ Owner
Signature
SHOPIFY STRATEGIC HOLDINGS 3 LLC, By: /s/ Jason Kilpela
Stock symbol
KVYO
Transactions as of
Sep 20, 2023
Transactions value $
$0
Form type
3
Date filed
9/20/2023, 04:57 PM
Next filing
Oct 2, 2023

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
holding KVYO Series B Common Stock Sep 20, 2023 Series A Common Stock 9.25M Direct F1, F2
holding KVYO Warrants to Purchase Series B Common Stock (Right to Buy) Sep 20, 2023 Series B Common Stock 9.45M $0.01 Direct F2, F3
holding KVYO Investment Option (Right to Buy) Sep 20, 2023 Series B Common Stock 15.7M $88.93 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 Securities held directly by Shopify Strategic Holdings 3 LLC ("Shopify Strategic"), 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 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 shall vest immediately prior to the completion of the IPO.