SEC Form 4 · accession 0001127602-17-018537
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
May 15, 2017
Accepted (ET)
May 17, 2017 · 6:50 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 StockF1 | May 15, 2017 | C | 7,000 | $0.00 | A | 14,868 | D | |
| Class A Common StockF3 | May 15, 2017 | S | 7,000 | $24.0535 | D | 7,868 | 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 | May 15, 2017 | M | 7,000 | D | — | May 16, 2022 | Class B Common Stock | 7,000 | 474,076 | D |
| Class B Common StockF5 | — | May 15, 2017 | M | 7,000 | A | — | — | Class A Common Stock | 7,000 | 121,112 | D |
| Class B Common StockF5 | — | May 15, 2017 | C | 7,000 | D | — | — | Class A Common Stock | 7,000 | 114,112 | D |
| Employee Stock Option (right to buy)F6,F5 | $10.09 | holding | — | — | — | — | Dec 30, 2025 | Class B Common Stock | 175,000 | 175,000 | D |
| Employee Stock Option (right to buy)F7 | $31.96 | holding | — | — | — | — | Feb 9, 2027 | Class A Common Stock | 95,056 | 95,056 | D |
Explanation of responses
- F1Includes 3,333 shares acquired by the reporting person pursuant to the Issuer's 2016 Employee Stock Purchase Plan on May 15, 2017.
- F2The sales reported were effected pursuant to a 10b5-1 trading plan adopted by the reporting person.
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.70 to $24.28 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 July 15, 2016. The option is early exercisable by the reporting person.
- F7The Stock Option ("Option") shall vest as follows: 1/4th of the Option shall vest on January 1, 2018, and 1/48th of the Option shall vest monthly thereafter, subject to continued service to the Issuer on each vesting date.