SEC Form 4 · accession 0001127602-17-007996
TWILIO INC · TWLO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lee Kirkpatrick
Officer — Chief Financial Officer
Period of report
Feb 21, 2017
Accepted (ET)
Feb 23, 2017 · 4:55 pm EST
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 Stock | Feb 21, 2017 | C | 10,000 | $0.00 | A | 10,000 | D | |
| Class A Common StockF2 | Feb 21, 2017 | S | 9,100 | $31.734 | D | 900 | D | |
| Class A Common StockF3 | Feb 21, 2017 | S | 900 | $32.4967 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F4,F5 | $1.24 | Feb 21, 2017 | M | 5,449 | D | — | May 16, 2022 | Class B Common Stock | 5,449 | 501,076 | D |
| Class B Common StockF5 | — | Feb 21, 2017 | M | 5,449 | A | — | — | Class A Common Stock | 5,449 | 131,404 | D |
| Class B Common StockF5 | — | Feb 21, 2017 | C | 10,000 | D | — | — | Class A Common Stock | 10,000 | 121,404 | D |
| Employee Stock Option (right to buy)F6,F5 | $10.09 | holding | — | — | — | — | Dec 30, 2025 | Class B Common Stock | 175,000 | 175,000 | D |
Explanation of responses
- F1The sales reported were effected pursuant to a 10b5-1 trading plan adopted by the reporting person.
- F2The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.45 to $32.34 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.47 to $32.57 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F425% of the shares subject to this option vested on May 7, 2013, and the remaining shares subject to this option vest in 36 equal monthly installments thereafter, subject to the reporting person's continuous service to the Issuer on each such date. The option is early exercisable by the reporting person.
- 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.
- F6The shares subject to this option vest in 34 equal monthly installments, with the first installment on May 7, 2012. The option is early exercisable by the reporting person.