SEC Form 4 · accession 0001127602-16-056454
TWILIO INC · TWLO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
UNION SQUARE VENTURES 2008 LP
10% Owner
Period of report
Jun 28, 2016
Accepted (ET)
Jun 28, 2016 · 7:25 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 StockF1,F2 | Jun 28, 2016 | C | 7,122,508 | $0.00 | A | 7,122,508 | D | |
| Common StockF1,F2 | Jun 28, 2016 | C | 1,607,762 | $0.00 | A | 8,730,270 | D | |
| Common StockF1,F2 | Jun 28, 2016 | C | 1,087,992 | $0.00 | A | 9,818,262 | D | |
| Common StockF1,F3,F2 | Jun 28, 2016 | J | 9,818,262 | $0.00 | D | 0 | D |
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 | — | Jun 28, 2016 | C | 7,122,508 | D | — | — | Common Stock | 7,122,508 | 0 | D |
| Series B Preferred StockF2,F4 | — | Jun 28, 2016 | C | 1,607,762 | D | — | — | Common Stock | 1,607,762 | 0 | D |
| Series C Preferred StockF2,F4 | — | Jun 28, 2016 | C | 1,087,992 | D | — | — | Common Stock | 1,087,992 | 0 | D |
| Class B Common StockF2,F5 | — | Jun 28, 2016 | J | 9,818,262 | A | — | — | Class A Common Stock | 9,818,262 | 9,818,262 | D |
Explanation of responses
- F1Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a one-for-one basis, which became effective immediately prior to the closing of the Issuer's initial public offering.
- F2Union Square GP 2008, L.L.C. ("USV GP") is the general partner of Union Square Ventures 2008, LP ("USV 2008"), and, as such, has the power to vote and dispose of the shares held by USV 2008. Fred Wilson, Brad Burnham and Albert Wenger are the managing members of USV GP and, therefore, share voting and investment power with regard to the shares held directly by USV 2008. As a result of their positions as USGP, Wilson, Burnham and Wenger may also share voting and dispostive power of the shares held by USV 2008. Each of USV GP, Burnham, Wilson, and Wenger disclaim beneficial ownership of the shares owned by USV 2008 except to the extent of his or its respective pecuniary interest therein.
- F3Immediately 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.
- F4The 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 one-for-one basis.
- F5Each 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.