SEC Form 4 · accession 0001104659-16-129873
TWILIO INC · TWLO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Byron B Deeter
Director
Period of report
Jun 28, 2016
Accepted (ET)
Jun 28, 2016 · 9:42 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 |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Jun 28, 2016 | J | 0 | $0.00 | D | 0 | I | See footnotes |
| Common StockF1,F2,F4 | Jun 28, 2016 | C | 0 | $0.00 | A | 0 | I | See footnotes |
| Common StockF1,F2,F5 | Jun 28, 2016 | C | 0 | $0.00 | A | 0 | I | See footnotes |
| Common StockF1,F2,F6 | Jun 28, 2016 | C | 0 | $0.00 | A | 0 | I | See footnotes |
| Common StockF1,F2,F7 | Jun 28, 2016 | C | 0 | $0.00 | A | 0 | I | See footnotes |
| Common StockF1,F2,F8 | Jun 28, 2016 | C | 0 | $0.00 | A | 0 | I | See footnotes |
| Common StockF2,F11 | Jun 28, 2016 | J | 0 | $0.00 | D | 0 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF2,F4,F1 | — | Jun 28, 2016 | C | 0 | D | — | — | Common Stock | 0 | 0 | I |
| Series B Preferred StockF2,F5,F1 | — | Jun 28, 2016 | C | 0 | D | — | — | Common Stock | 0 | 0 | I |
| Series C Preferred StockF2,F6,F1 | — | Jun 28, 2016 | C | 0 | D | — | — | Common Stock | 0 | 0 | I |
| Series D Preferred StockF2,F7,F1 | — | Jun 28, 2016 | C | 0 | D | — | — | Common Stock | 0 | 0 | I |
| Series E Preferred StockF2,F8,F1 | — | Jun 28, 2016 | C | 0 | D | — | — | Common Stock | 0 | 0 | I |
| Class B Common StockF2,F11,F10 | — | Jun 28, 2016 | J | 0 | A | — | — | Class A Common Stock | 0 | 0 | I |
Explanation of responses
- F1The aggregate number of shares of Issuer's Preferred Stock held by the Reporting Person converted into Common Stock immediately prior to the closing of the Issuer's initial public offering and has no expiration date. These shares converted into Common Stock on a 1-for-1 basis.
- F10Each 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.
- F1115 Angels, LLC, BVP VII Inst, BVP VII and BVP VII SOF own 399,702, 2,823,048 shares, 6,452,683 shares and 10,888,911 shares, respectively, of the Issuer's Class B Common Stock.
- F2The Reporting Person is a director of Deer VII & Co. Ltd., which is the general partner of Deer VII & Co. 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 is a wholly-owned subsidiary of BVP VII Inst (BVP VII SOF, together with 15 Angels, LLC, BVP VII Inst and BVP VII, collectively, the "Funds"). The Reporting Person disclaims beneficial ownership of the securities held by the Funds, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities, except to the extent of his pecuniary interest, if any, in the securities by virtue of his interest in Deer VII & Co. Ltd., his interest in Deer VII & Co. L.P. and his indirect limited partnership interest in the Funds.
- F3BVP VII Inst, BVP VII and BVP VII SOF owned 17,972 shares, 41,080 shares and 69,323 shares, respectively, of Common Stock.
- F4Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 399,702 of these shares were owned directly by 15 Angels LLC, 5,220 of these shares were owned directly by BVP VII Inst, 11,934 of these shares were owned directly by BVP VII and 20,138 of these shares were owned directly by BVP VII SOF.
- F5Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 1,221,994 of these shares were owned directly by BVP VII Inst, 2,793,130 of these shares were owned directly by BVP VII and 4,713,410 of these shares were owned directly by BVP VII SOF.
- F6Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 843,614 of these shares were owned directly by BVP VII Inst, 1,928,258 of these shares were owned directly by BVP VII and 3,253,936 of these shares were owned directly by BVP VII SOF.
- F7Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 721,870 of these shares were owned directly by BVP VII Inst, 1,649,988 of these shares were owned directly by BVP VII and 2,784,358 of these shares were owned directly by BVP VII SOF.
- F8Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 12,378 of these shares were owned directly by BVP VII Inst, 28,293 of these shares were owned directly by BVP VII and 47,746 of these shares were owned directly by BVP VII SOF.
- F9Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.