SEC Form 4 · accession 0001127602-16-056630
TWILIO INC · TWLO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Elena A. Donio
Director
Period of report
Jun 28, 2016
Accepted (ET)
Jun 30, 2016 · 2:40 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 |
|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1 | Jun 28, 2016 | J | 29,733 | $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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F3 | — | Jun 28, 2016 | J | 29,733 | A | — | — | Class A Common Stock | 29,733 | 29,733 | D |
Explanation of responses
- F1These shares represent Restricted Stock Units ("RSU's). Each RSU represents a contingent right to receive one share of Issuer's Common Stock (Class B Common Stock after reclassification). The RSUs vest according to the following schedule: 33% vests after 12 months of service on the Board of Director and the remainder of the RSUs vest in 8 equal quarterly installments commencing on February 4, 2017, subject to Reporting Person's continued service on the Issuer's Board of Directors at each vesting date. In addition, the RSUs were originally subject to a liquidity condition, which has been satisfied.
- F2Immediately 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.
- F3Each 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.