SEC Form 4 · accession 0000899243-16-032238
TWILIO INC · TWLO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
BVP VII SPECIAL OPPORTUNITY FUND LP
10% Owner
Bessemer Venture Partners VII L.P.
10% Owner
Deer VII & Co. Ltd.
10% Owner
Deer VII & Co. L.P.
10% Owner
15 Angels LLC
10% Owner
Period of report
Oct 20, 2016
Accepted (ET)
Oct 24, 2016 · 5:49 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001447669
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF3,F1,F2 | Oct 20, 2016 | C | 3,084,651 | $0.00 | A | 3,084,651 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF3,F4,F2,F1 | — | Oct 20, 2016 | C | 3,084,651 | D | — | — | Class A Common Stock | 3,084,651 | 17,479,693 | I |
Explanation of responses
- F1Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
- F2Deer VII & Co. Ltd. ("Deer Ltd.") is the general partner of Deer VII & Co. L.P. ("Deer L.P."), which is the general partner of Bessemer Venture Partners VII Institutional LP ("BVP VII Inst"), Bessemer Venture Partners VII, LP ("BVP VII") and BVP VII Special Opportunity Fund LP ("BVP VII SOF"). 15 Angels, LLC ("15 Angels" and, together with BVP VII SOF, BVP VII Inst and BVP VII, the "Funds") is a wholly owned subsidiary of BVP VII Inst. Deer Ltd. and Deer L.P. disclaim beneficial ownership of the securities held by the Funds, and this report shall not be deemed an admission that Deer Ltd. and Deer L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in the Funds.
- F3In connection with the registered public offering of shares of the Issuer's Class A Common Stock, pursuant to a final prospectus dated October 20, 2016, which offering is expected to be consummated on or about October 26, 2016, BVP VII Inst converted 423,457 shares of Class B Common Stock into Class A Common Stock, BVP VII converted 967,902 shares of Class B Common Stock into Class A Common Stock, BVP VII SOF converted 1,633,337 shares of Class B Common Stock into Class A Common Stock, and 15 Angels converted 59,955 shares of Class B Common Stock into Class A Common Stock.
- F4After the reported transaction, BVP VII Inst owned 2,399,591 shares of the Class B Common Stock, BVP VII owned 5,484,781 shares of Class B Common Stock, BVP VII SOF owned 9,255,574 shares of Class B Common Stock, and 15 Angels owned 339,747 shares of Class B Common Stock.