Landon Edmond - 26 Aug 2024 Form 4 Insider Report for Klaviyo, Inc. (KVYO)

Role
Chief Legal Officer
Signature
/s/ Landon Edmond
Issuer symbol
KVYO
Transactions as of
26 Aug 2024
Net transactions value
-$702,542
Form type
4
Filing time
28 Aug 2024, 17:19:10 UTC
Previous filing
16 Aug 2024
Next filing
19 Nov 2024
SEC
View on sec.gov

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 +16,216 +6.5% 267,507 26 Aug 2024 Direct F1, F2
transaction KVYO Series A Common Stock Sale $702,542 -21,764 -8.1% $32.28 245,743 26 Aug 2024 Direct F1, F3, F4

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 -16,216 -6% $0.000000 256,152 26 Aug 2024 Series A Common Stock 16,216 Direct F1, F2, F5
* 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 November 17, 2023.
F2 Each share of 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 Series A Common Stock, par value $0.001 per share ("Series A Common Stock"), of the Issuer, and will automatically convert into shares 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 $32.00 to $32.63 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 Consists of (i) 8,781 shares of Series A Common Stock and (ii) 236,962 unvested restricted stock units ("RSUs") awarded under the Issuer's 2023 Stock Incentive Plan, each representing the contingent right to receive one share of Series A Common Stock upon vesting and settlement.
F5 Consists of (i) 125,768 shares of Series B Common Stock and (ii) 130,384 unvested RSUs awarded under the Issuer's 2015 Stock Incentive Plan, each representing the contingent right to receive one share of Series B Common Stock upon vesting and settlement.