Bialecki Andrew 4
4 · Klaviyo, Inc. · Filed Mar 12, 2026
Research Summary
AI-generated summary of this filing
Klaviyo CEO Andrew Bialecki Sells 206,827 Shares (~$4.13M)
What Happened
Andrew Bialecki, CEO of Klaviyo (KVYO), converted 206,827 shares of Series B common stock into Series A common stock and sold all 206,827 shares in the open market on March 10, 2026. He sold 206,127 shares for a weighted average price of $19.96 (proceeds $4,114,295) and 700 shares for a weighted average price of $19.34 (proceeds $13,538), for total proceeds of $4,127,833. This was a sale of shares (not a purchase) and was effected under a pre-established Rule 10b5-1 trading plan.
Key Details
- Transaction date: March 10, 2026; Form 4 filed March 12, 2026 (timely filing).
- Sales: 206,127 shares at a weighted average $19.96 (prices ranged $19.375–$20.37) and 700 shares at a weighted average $19.34 (prices ranged $19.28–$19.37). Total proceeds ≈ $4,127,833.
- Conversion: 206,827 shares were converted from Series B to Series A common stock (reported as conversion of a derivative security; $0.00 cash paid for conversion).
- Plan/authorization: Transactions were effected pursuant to a Rule 10b5-1 trading plan adopted May 20, 2025 (footnote).
- Ownership notes: Some shares are held in trusts (footnotes indicate holdings in trusts where Bialecki or family members serve as trustees); the reporting person disclaims Section 16 beneficial ownership of those trust-held shares except to the extent of any pecuniary interest.
- Shares owned after transaction: Not specified in the provided filing excerpt.
Context
This was a routine insider sale executed under a 10b5-1 plan following conversion of convertible Series B shares into voting Series A shares. Conversions of this type involve converting a derivative/convertible share class into common stock (no cash paid) and do not by themselves indicate a view on the company's prospects; the subsequent open-market sale generated the cash proceeds noted above.
Insider Transaction Report
- Conversion
Series A Common Stock
[F1][F2]2026-03-10+206,827→ 206,827 total - Sale
Series A Common Stock
[F1][F3]2026-03-10$19.96/sh−206,127$4,114,295→ 700 total - Sale
Series A Common Stock
[F1][F4]2026-03-10$19.34/sh−700$13,538→ 0 total - Conversion
Series B Common Stock
[F2][F1]2026-03-10−206,827→ 68,344,118 total→ Series A Common Stock (206,827 underlying)
- 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 $19.375 to $20.37 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 $19.28 to $19.37 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.