4//SEC Filing
Bialecki Andrew 4
Accession 0001470831-25-000395
CIK 0001835830other
Filed
Dec 10, 7:00 PM ET
Accepted
Dec 11, 4:22 PM ET
Size
33.9 KB
Accession
0001470831-25-000395
Insider Transaction Report
Form 4
Klaviyo, Inc.KVYO
Bialecki Andrew
DirectorCo-Chief Executive Officer10% Owner
Transactions
- Conversion
Series A Common Stock
2025-12-09+131,362→ 131,362 total - Sale
Series A Common Stock
2025-12-09$29.42/sh−130,562$3,841,134→ 800 total - Sale
Series A Common Stock
2025-12-09$28.84/sh−800$23,072→ 0 total - Conversion
Series A Common Stock
2025-12-10+82,223→ 82,223 total - Sale
Series A Common Stock
2025-12-10$30.12/sh−82,223$2,476,557→ 0 total - Conversion
Series A Common Stock
2025-12-11+17,777→ 17,777 total - Sale
Series A Common Stock
2025-12-11$30.00/sh−17,777$533,310→ 0 total - Conversion
Series A Common Stock
2025-12-11+3,419,000→ 3,419,000 total - Gift
Series A Common Stock
2025-12-11−3,419,000→ 0 total - Conversion
Series B Common Stock
2025-12-09−131,362→ 73,426,537 total→ Series A Common Stock (131,362 underlying) - Conversion
Series B Common Stock
2025-12-10−82,223→ 73,344,314 total→ Series A Common Stock (82,223 underlying) - Conversion
Series B Common Stock
2025-12-11−17,777→ 73,326,537 total→ Series A Common Stock (17,777 underlying) - Conversion
Series B Common Stock
2025-12-11−3,419,000→ 69,907,537 total→ Series A Common Stock (3,419,000 underlying)
Holdings
- 7,517,410(indirect: By Trust)
Series B Common Stock
→ Series A Common Stock (7,517,410 underlying) - 517,006(indirect: By Trust)
Series B Common Stock
→ Series A Common Stock (517,006 underlying) - 43,218(indirect: By Spouse)
Series B Common Stock
→ Series A Common Stock (43,218 underlying)
Footnotes (10)
- [F1]These transactions were effected by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2025.
- [F10]Shares held by the Andrew P. Bialecki Irrevocable GST Trust of 2023, of which the Reporting Person's spouse serves as a trustee. The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
- [F2]Each share of the Issuer's Series B Common Stock, par value $0.001 per share ("Series B Common Stock"), is convertible at any time at the option of the holder into one share of the Issuer's Series A Common Stock, par value $0.001 per share ("Series A Common Stock"), and will automatically convert into one share of Series A Common Stock upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation. The Series B Common Stock has no expiration date.
- [F3]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $28.92 to $29.89 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or 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.
- [F4]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $28.81 to $28.89 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or 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.
- [F5]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $30.00 to $30.45 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or 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.
- [F6]The Reporting Person directed the transfer of 3,419,000 shares of their Series B Common Stock in connection with a bona fide gift to a donor-advised fund, resulting in the automatic conversion of the shares into Series A Common Stock upon execution of the transfer pursuant to the Issuer's certificate of incorporation.
- [F7]Represents a bona fide gift of 3,419,000 shares of stock from the Reporting Person to a donor-advised fund. The Reporting Person directed the transfer of 3,419,000 shares of their Series B Common Stock, resulting in the automatic conversion of the shares into Series A Common Stock upon execution of the transfer pursuant to the Issuer's certificate of incorporation.
- [F8]Shares held by the Andrew P. Bialecki Grantor Retained Annuity Trust I of 2023, of which the Reporting Person serves as trustee. The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
- [F9]Shares held by the Elizabeth L. Bialecki Irrevocable GST Trust of 2023, of which the Reporting Person serves as a trustee. The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
Documents
Issuer
Klaviyo, Inc.
CIK 0001835830
Entity typeother
Related Parties
1- filerCIK 0001991099
Filing Metadata
- Form type
- 4
- Filed
- Dec 10, 7:00 PM ET
- Accepted
- Dec 11, 4:22 PM ET
- Size
- 33.9 KB