Bialecki Andrew 4
4 · Klaviyo, Inc. · Filed Feb 26, 2026
Research Summary
AI-generated summary of this filing
Klaviyo (KVYO) CEO Andrew Bialecki Sells Shares
What Happened
- Andrew Bialecki, CEO of Klaviyo, sold a total of 200,000 shares in two open-market tranches on Feb 24, 2026, generating approximately $3,352,971 in proceeds. The larger tranche was 160,356 shares at a weighted average price of $16.86 (sales ranged $16.535–$17.53) for $2,703,602; the smaller tranche was 39,644 shares at a weighted average price of $16.38 (sales ranged $15.83–$16.53) for $649,369.
- The filing also reports conversion activity on the same date: a 200,000-share conversion of a derivative/Series B holding into common stock (non‑cash conversion per footnote F2) and a related derivative entry reported as disposed at $0. These conversion entries reflect class conversion mechanics disclosed in the filing.
Key Details
- Transaction date: February 24, 2026; Form 4 filed Feb 26, 2026 (reporting period 2026-02-24).
- Open-market sales: 160,356 shares @ weighted avg $16.86 (range $16.535–$17.53) and 39,644 shares @ weighted avg $16.38 (range $15.83–$16.53); total proceeds ≈ $3.35M.
- Conversion: 200,000-share conversion of Series B to Series A common stock (see footnote F2); a related derivative security was reported as disposed at $0.
- Trades were effected under a Rule 10b5-1 trading plan adopted May 20, 2025 (footnote F1).
- Several holdings are held in trusts for which Bialecki is trustee (footnotes F5–F7); he disclaims beneficial ownership of those shares except to the extent of any pecuniary interest.
- Shares owned after the transactions are not specified in the excerpted filing.
Context
- These sales were executed under a pre-established 10b5-1 plan, which typically schedules trades in advance and is commonly used to avoid questions about timing; such sales are often routine and do not necessarily signal a change in insider sentiment.
- The conversion of Series B into Series A is a non-cash corporate/administrative action (per footnote F2) and should not be read as a market purchase.
- No late-filing flag is indicated in the filing; the Form 4 was filed two days after the transaction date.
Insider Transaction Report
Form 4
Klaviyo, Inc.KVYO
Bialecki Andrew
DirectorCo-Chief Executive Officer10% Owner
Transactions
- Conversion
Series A Common Stock
[F1][F2]2026-02-24+200,000→ 200,000 total - Sale
Series A Common Stock
[F1][F3]2026-02-24$16.86/sh−160,356$2,703,602→ 39,644 total - Sale
Series A Common Stock
[F1][F4]2026-02-24$16.38/sh−39,644$649,369→ 0 total - Conversion
Series B Common Stock
[F2][F1]2026-02-24−200,000→ 68,750,945 total→ Series A Common Stock (200,000 underlying)
Holdings
- 7,517,410(indirect: By Trust)
Series B Common Stock
[F2][F5]→ Series A Common Stock (7,517,410 underlying) - 517,006(indirect: By Trust)
Series B Common Stock
[F2][F6]→ Series A Common Stock (517,006 underlying) - 517,006(indirect: By Trust)
Series B Common Stock
[F2][F7]→ Series A Common Stock (517,006 underlying) - 43,218(indirect: By Spouse)
Series B Common Stock
[F2]→ Series A Common Stock (43,218 underlying)
Footnotes (7)
- [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.
- [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 $16.535 to $17.53 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 $15.83 to $16.53 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]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.
- [F6]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.
- [F7]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.
Signature
/s/ Landon Edmond, Attorney-in-Fact|2026-02-26