Uncas GP LLC 4
4 · TWILIO INC · Filed Jun 17, 2026
Research Summary
AI-generated summary of this filing
Twilio (TWLO) Director Andrew Stafman Receives RSU Award
What Happened
- Andrew J. Stafman, a director of Twilio (TWLO) and a partner at Sachem Head, was granted 399 Restricted Stock Units (RSUs) on 2026-06-15 (transaction code A — award/grant). The grant price/consideration is reported as $0.00 and the RSUs vested immediately.
- Per the filing, Stafman granted all right, title and interest in the subject securities to Sachem Head for no consideration, so the economic/beneficial ownership was transferred to the Sachem Head entities rather than retained personally.
Key Details
- Transaction date: 2026-06-15; filing date: 2026-06-17 (appears timely).
- Grant amount: 399 RSUs reported at $0.00; RSUs vested immediately (Footnote F1).
- Related totals in the filing: the Form 4 references 13,891 RSUs in total (including 3,846 deferred RSUs) and notes Sachem Head funds held 2,295,000 Class A shares prior to this grant (Footnotes F2, F6).
- Assignment and filing structure: Stafman assigned the awarded securities to Sachem Head for no consideration (F5). The Form 4 is a joint filing involving Sachem Head-related entities and Scott D. Ferguson; those entities disclaim beneficial ownership except to the extent of any pecuniary interest (F3–F4, F7–F8).
Context
- RSUs are a grant that convert into shares (one RSU = right to one share). Because these RSUs vested immediately and were assigned to Sachem Head, this is effectively an institutional receipt rather than a personal buy or sell by the director.
- Awards (A) are typically compensation or part of governance arrangements and do not directly signal a director's market sentiment in the same way as open-market purchases or sales.
Insider Transaction Report
Form 4
TWILIO INCTWLO
Stafman Andrew
Director
Transactions
- Award
Class A Common Stock
[F1][F2][F3][F4][F5]2026-06-15+399→ 13,891 total
Holdings
- 620,000(indirect: See footnotes)
Class A Common Stock
[F6][F3][F4][F7][F8]
Footnotes (8)
- [F1]The shares reported in this transaction represent Restricted Stock Units ("RSUs") granted by Twilio Inc. (the "Issuer") to Andrew J. Stafman. Each RSU represents the contingent right to receive one share of the Issuer's Class A common stock. The RSUs vested immediately on the date of grant.
- [F2]Of these shares, all 13,891 shares represent RSUs. Includes 3,846 RSUs that have been deferred by the Reporting Person.
- [F3]In addition to Andrew J. Stafman, this Form 4 is being filed jointly by Sachem Head Capital Management LP ("Sachem Head"), Uncas GP LLC ("SH Management"), Sachem Head GP LLC ("Sachem Head GP"), and Scott D. Ferguson, a citizen of the United States (Mr. Ferguson and, together with Sachem Head, SH Management, Sachem GP, and Mr. Stafman, the "Reporting Persons"). Each of the Reporting Persons has the same business address as Mr. Stafman and may be deemed to be the beneficial owner of certain of the securities reported on this Form 4 (the "Subject Securities") for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended. Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.
- [F4]Andrew J. Stafman is a partner at Sachem Head and also serves on the board of directors of the Issuer. As a result, the Reporting Persons other than Mr. Stafman may be deemed directors of the Issuer by deputization.
- [F5]Pursuant to an arrangement between Andrew J. Stafman and Sachem Head, upon receipt of the Subject Securities, Andrew J. Stafman granted all right, title, interest, claims, and any other ownership interests in such Subject Securities to Sachem Head for no consideration.
- [F6]Of these shares, all 2,295,000 of these shares represent the Issuer's Class A common stock owned by the Sachem Head Funds (as defined below) prior to the Issuer's grant of any RSUs to Andrew J. Stafman.
- [F7]Includes securities directly owned by Sachem Head LP ("SH"), Sachem Head Master LP ("SHM"), and SH Stony Creek Master Ltd. ("Stony Creek Master" and, together with SH and SHM, the "Sachem Head Funds"). Each of Sachem Head, as the investment adviser to the Sachem Head Funds, SH Management, as the sole general partner of Sachem Head, and Scott D. Ferguson, as the managing partner of Sachem Head, may be deemed to beneficially own the securities directly owned by the Sachem Head Funds. As the general partner of SH and SHM, Sachem Head GP may be deemed to beneficially own the securities directly owned by SH and SHM.
- [F8]The principal business of Sachem Head is to serve as investment advisor to certain affiliated funds, including the Sachem Head Funds. The principal business of SH Management is to serve as the sole general partner of Sachem Head. The principal business of Sachem Head GP is to serve as the general partner of certain affiliated funds, including SH and SHM. The principal occupation of Scott D. Ferguson is to serve as the managing partner of Sachem Head and the managing member of SH Management and Sachem Head GP.