Susan Wiseman - 14 Dec 2023 Form 4 Insider Report for Braze, Inc. (BRZE)

Role: General Counsel
Signature: /s/ Nathan Jeffries, Attorney-in-Fact
Issuer symbol: BRZE
Transactions as of: 14 Dec 2023
Net transactions value: -$1,331,750
Form type: 4
Filing time: 18 Dec 2023, 17:37:30 UTC
Previous filing: 22 Nov 2023
Next filing: 05 Feb 2024
SEC: View on sec.gov

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		+124,233	+169%		197,905	14 Dec 2023	Direct	F1, F2
transaction	BRZE	Class A Common Stock	Sale	$1,331,750	-25,000	-13%	$53.27	172,905	18 Dec 2023	Direct	F2, F3

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		-124,233	-100%		0	14 Dec 2023	Class A Common Stock	124,233		Direct	F1

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

Explanation of Responses:

Id	Content
F1	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.
F2	Of the reported shares, 66,847 shares are represented by restricted stock units.
F3	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.00 to $53.65 inclusive. 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.