SEC Form 4 · accession 0001209191-19-006462
SendGrid, Inc. · SEND
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen M Sloan
Officer — Chief Product Officer
Period of report
Feb 1, 2019
Accepted (ET)
Feb 1, 2019 · 4:46 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001477425
Table I — non-derivative securities
No Table I lines on this filing.
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)F1 | $2.46 | Feb 1, 2019 | D | 304,124 | D | — | Dec 7, 2025 | Common Stock | 304,124 | 0 | D |
| Employee Stock Option (Right to Buy)F2 | $12.00 | Feb 1, 2019 | D | 50,000 | D | — | Jul 25, 2027 | Common Stock | 50,000 | 0 | D |
Explanation of responses
- F1Pursuant to the Agreement and Plan of Merger and Reorganization dated as of October 15, 2018, as amended on December 13, 2018 (and the transactions contemplated therein, the "Merger"), by and among the Issuer, Twilio Inc. ("Twilio") and Topaz Merger Subsidiary, Inc., the option was assumed by Twilio and replaced with an option to purchase 0.485 of a share of Twilio Class A Common Stock (rounded down to the nearest whole share), or 147,500 shares of Twilio Class A Common Stock with an exercise price of $5.07 per share. Following the effective time of the Merger, the 39,976 unvested shares will vest in equal monthly installments until fully vested on October 19, 2020.
- F2At the effective time of the Merger, the vesting of 25% of all unvested shares subject to the grant accelerated, with the remaining shares exercisable in fifteen equal monthly installments commencing on the one-month anniversary of October 1, 2019. The option was assumed by Twilio in the Merger and replaced with an option to purchase 24,249 shares of Twilio Class A Common Stock with an exercise price of $24.74 per share.