MCG7 Capital Inc. - 16 Nov 2021 Form 3 Insider Report for Braze, Inc. (BRZE)

Role: 10%+ Owner
Signature: MCG7 Capital Inc., by /s/ Jacob Horowitz, Director
Issuer symbol: BRZE
Transactions as of: 16 Nov 2021
Net transactions value: $0
Form type: 3
Filing time: 16 Nov 2021, 19:40:34 UTC
Next filing: 23 Nov 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	BRZE	Common Stock						8,000,000	16 Nov 2021	see footnote	F1, F2

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	BRZE	Series A-1 Preferred Stock							16 Nov 2021	Common Stock	141,912		see footnote	F1, F2, F3
holding	BRZE	Series A Preferred Stock							16 Nov 2021	Common Stock	492,496		see footnote	F1, F2, F3

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

Explanation of Responses:

Id	Content
F1	Each share of Common Stock shall be reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering.
F2	The shares held by Binder Clip Holdings LLC ("Binder"), the indirect wholly-owned subsidiary of MCG7 Capital Inc. ("MCG7"), may be deemed to be beneficially owned by MCG7. Voting and dispositive power with respect to the shares held by Binder is exercised by the board of managers of Binder. The board of directors of MCG7 and the board of managers of Binder are composed of the same three individuals, Laurent Attar, Zev Zlotnick and Jacob Horowitz. Decisions of MCG7 are made by a vote of a majority of directors, and as a result, no single person has voting or dispositive authority over such securities. Each director of MCG7 and each manager of Binder disclaims beneficial ownership of such securities.
F3	Each share of Series A-1 Preferred Stock and Series A Preferred Stock will automatically convert into shares of Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and have no expiration date.