Bialecki Andrew 4

What Happened

• Andrew Bialecki, CEO of Klaviyo (KVYO), converted 155,219 shares of Series B common stock into Series A common stock and sold all 155,219 shares on Jan 27, 2026. The sales consisted of 150,689 shares at a weighted-average price of $25.34 (proceeds $3,818,459) and 4,530 shares at a weighted-average price of $24.94 (proceeds $112,978), for total proceeds of approximately $3,931,437. The conversion is reported at $0.00 because it was a stock conversion (derivative conversion), not a cash purchase.

Key Details

• Transaction date: January 27, 2026; Form 4 filed January 29, 2026 (appears within the typical 2-business-day reporting window).
• Sales: 150,689 shares at a weighted avg $25.34 (range $25.01–$26.00) and 4,530 shares at a weighted avg $24.94 (range $24.82–$25.00).
• Conversion: 155,219 derivative shares converted into common stock (Series B → Series A) and then sold.
• Total proceeds from sales: ~$3.93 million.
• Plan/authorization: Transactions were effected under a Rule 10b5-1 trading plan adopted May 20, 2025 (F1).
• Ownership notes: Several holdings are reported as held by trusts (F5–F7) of which Bialecki is trustee; he disclaims beneficial ownership of those shares except to the extent of any pecuniary interest. The filing extract provided does not list Bialecki’s total shares owned after these transactions.

Context

• This was a conversion of convertible Series B shares followed by open-market sales — not a cash purchase or option exercise for which cashless sale context would apply. Conversions like this often involve no cash outlay (hence $0.00 conversion price) and then disposition of the resulting common shares.
• The trades were made under a prearranged 10b5-1 plan, which is commonly used to execute routine, pre-scheduled insider trades and should not be read as a direct signal of new company views.