Spark Capital Growth Fund II, L.P. 4

Accession 0000899243-21-045808

CIK 0001676238other

View on SEC.gov Company Profile

Filed

Nov 22, 7:00 PM ET

Accepted

Nov 23, 5:06 PM ET

Size

36.6 KB

Accession

0000899243-21-045808

Insider Transaction Report

Form 4

Period: 2021-11-19

Braze, Inc.BRZE

Spark Capital Growth Founders Fund II, L.P.

10% Owner

Transactions

Other
Common Stock
2021-11-19−3,846→ 0 total(indirect: See footnote)
Conversion
Series A-1 Preferred Stock
2021-11-19−1,330→ 0 total(indirect: See footnote)
→ Common Stock (1,330 underlying)
Conversion
Series E Preferred Stock
2021-11-19−783,961→ 0 total(indirect: See footnote)
→ Common Stock (783,961 underlying)
Conversion
Series E Preferred Stock
2021-11-19−8,799→ 0 total(indirect: See footnote)
→ Common Stock (8,799 underlying)
Conversion
Series A Preferred Stock
2021-11-19−87,689→ 0 total(indirect: See footnote)
→ Common Stock (87,689 underlying)
Conversion
Class B Common Stock
2021-11-19+11,113→ 11,113 total(indirect: See footnote)
→ Class A Common Stock (11,113 underlying)
Other
Class B Common Stock
2021-11-19+3,846→ 14,959 total(indirect: See footnote)
→ Class A Common Stock (3,846 underlying)
Conversion
Class B Common Stock
2021-11-19+990,133→ 990,133 total(indirect: See footnote)
→ Class A Common Stock (990,133 underlying)
Other
Common Stock
2021-11-19−342,574→ 0 total(indirect: See footnote)
Conversion
Series A Preferred Stock
2021-11-19−984→ 0 total(indirect: See footnote)
→ Common Stock (984 underlying)
Conversion
Series A-1 Preferred Stock
2021-11-19−118,483→ 0 total(indirect: See footnote)
→ Common Stock (118,483 underlying)
Other
Class B Common Stock
2021-11-19+342,574→ 1,332,707 total(indirect: See footnote)
→ Class A Common Stock (342,574 underlying)

Spark Growth Management Partners II, LLC

10% Owner

Transactions

Conversion
Series E Preferred Stock
2021-11-19−783,961→ 0 total(indirect: See footnote)
→ Common Stock (783,961 underlying)
Conversion
Series A-1 Preferred Stock
2021-11-19−118,483→ 0 total(indirect: See footnote)
→ Common Stock (118,483 underlying)
Conversion
Series E Preferred Stock
2021-11-19−8,799→ 0 total(indirect: See footnote)
→ Common Stock (8,799 underlying)
Other
Class B Common Stock
2021-11-19+3,846→ 14,959 total(indirect: See footnote)
→ Class A Common Stock (3,846 underlying)
Other
Common Stock
2021-11-19−342,574→ 0 total(indirect: See footnote)
Conversion
Series A Preferred Stock
2021-11-19−87,689→ 0 total(indirect: See footnote)
→ Common Stock (87,689 underlying)
Conversion
Class B Common Stock
2021-11-19+11,113→ 11,113 total(indirect: See footnote)
→ Class A Common Stock (11,113 underlying)
Other
Class B Common Stock
2021-11-19+342,574→ 1,332,707 total(indirect: See footnote)
→ Class A Common Stock (342,574 underlying)
Other
Common Stock
2021-11-19−3,846→ 0 total(indirect: See footnote)
Conversion
Series A Preferred Stock
2021-11-19−984→ 0 total(indirect: See footnote)
→ Common Stock (984 underlying)
Conversion
Series A-1 Preferred Stock
2021-11-19−1,330→ 0 total(indirect: See footnote)
→ Common Stock (1,330 underlying)
Conversion
Class B Common Stock
2021-11-19+990,133→ 990,133 total(indirect: See footnote)
→ Class A Common Stock (990,133 underlying)

Spark Capital Growth Fund II, L.P.

10% Owner

Transactions

Conversion
Series A-1 Preferred Stock
2021-11-19−118,483→ 0 total(indirect: See footnote)
→ Common Stock (118,483 underlying)
Other
Common Stock
2021-11-19−3,846→ 0 total(indirect: See footnote)
Conversion
Series A Preferred Stock
2021-11-19−984→ 0 total(indirect: See footnote)
→ Common Stock (984 underlying)
Conversion
Series E Preferred Stock
2021-11-19−783,961→ 0 total(indirect: See footnote)
→ Common Stock (783,961 underlying)
Conversion
Class B Common Stock
2021-11-19+990,133→ 990,133 total(indirect: See footnote)
→ Class A Common Stock (990,133 underlying)
Conversion
Series A Preferred Stock
2021-11-19−87,689→ 0 total(indirect: See footnote)
→ Common Stock (87,689 underlying)
Conversion
Series A-1 Preferred Stock
2021-11-19−1,330→ 0 total(indirect: See footnote)
→ Common Stock (1,330 underlying)
Conversion
Series E Preferred Stock
2021-11-19−8,799→ 0 total(indirect: See footnote)
→ Common Stock (8,799 underlying)
Other
Common Stock
2021-11-19−342,574→ 0 total(indirect: See footnote)
Other
Class B Common Stock
2021-11-19+342,574→ 1,332,707 total(indirect: See footnote)
→ Class A Common Stock (342,574 underlying)
Conversion
Class B Common Stock
2021-11-19+11,113→ 11,113 total(indirect: See footnote)
→ Class A Common Stock (11,113 underlying)
Other
Class B Common Stock
2021-11-19+3,846→ 14,959 total(indirect: See footnote)
→ Class A Common Stock (3,846 underlying)

Footnotes (5)

[F1]Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock, par value $0.0001 per share, on a one-for-one basis in an exempt transaction pursuant to Rule 16b-7.
[F2]These shares are held of record by Spark Capital Growth Fund II, L.P. ("Spark Growth II"). Spark Growth Management Partners II, LLC ("SGMP II") is the general partner of Spark Growth II. Paul Conway, Jeremy Philips, Santo Politi and Bijan Sabet (the "SGMP II Managing Members") are the managing members of SGMP II. Each of the SGMP II Managing Members may be deemed to share investment, voting and dispositive power over these shares. Each of SGMP II and the SGMP II Managing Members disclaim beneficial ownership of these shares and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
[F3]These shares are held of record by Spark Capital Growth Founders' Fund II, L.P. ("Spark Growth FF II"). SGMP II is the general partner of Spark Growth FF II and the SGMP II Managing Members are the managing members of SGMP II. Each of the SGMP II Managing Members may be deemed to share investment, voting and dispositive power over these shares. Each of SGMP II and the SGMP II Managing Members disclaim beneficial ownership of these shares and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
[F4]Immediately prior to the closing of the Issuer's initial public offering, each share of Series A Preferred Stock, Series A-1 Preferred Stock and Series E Preferred Stock (collectively, the "Preferred Stock") automatically converted into one share of the Issuer's Class B Common Stock, par value $0.0001 per share, on a one-for-one basis. The Preferred Stock had no expiration date.
[F5]Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and upon the occurrence of other events set forth in the Issuer's Certificate of Incorporation.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

Braze, Inc.

CIK 0001676238

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001671626

Filing Metadata

Form type: 4
Filed: Nov 22, 7:00 PM ET
Accepted: Nov 23, 5:06 PM ET
Size: 36.6 KB

View on SEC.gov