Klaviyo, Inc.·4

Mar 19, 7:59 PM ET

Bialecki Andrew 4

4 · Klaviyo, Inc. · Filed Mar 19, 2026

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Klaviyo (KVYO) CEO Andrew Bialecki Sells 200,000 Shares

What Happened Andrew Bialecki, CEO of Klaviyo, reported conversions and open‑market sales on March 17, 2026. He converted 200,000 shares of Series B common stock into Series A common stock (reported as a conversion/acquisition). He also sold 97,379 shares at a weighted average price of $19.60 for $1,908,628, and 102,621 shares at a weighted average price of $19.15 for $1,965,192 — total proceeds about $3,873,820. A corresponding disposition of 200,000 derivative securities (the converted Series B) was reported with no cash proceeds.

Key Details

  • Transaction date: March 17, 2026; Form 4 filed March 19, 2026 (appears timely).
  • Sales: 97,379 shares @ $19.60 (weighted) = $1,908,628; 102,621 shares @ $19.15 (weighted) = $1,965,192; combined proceeds ≈ $3,873,820.
  • Price ranges: the first sale block transacted in prices from $19.33 to $20.32; the second block ranged $19.10 to $19.32. The reporting person will provide a per‑price breakdown on request (footnotes F3 & F4).
  • Conversion: 200,000 Series B shares were converted to Series A (per footnote F2); the derivative disposition is reported at $0 (no cash exchanged).
  • Plan: Sales were executed under a Rule 10b5‑1 trading plan adopted May 20, 2025 (footnote F1).
  • Trust holdings: several shares are held in family trusts for which Bialecki disclaims beneficial ownership except to the extent of any pecuniary interest (footnotes F5–F7).
  • Shares owned after the transactions: not specified in the provided filing.

Context

  • These were open‑market sales (typical liquidity transactions); the conversion simply reflects changing Series B shares into Series A on a 1:1 basis as described in the filing. The report shows routine insider selling under a pre‑arranged 10b5‑1 plan rather than an immediate, discretionary sale.

Insider Transaction Report

Form 4
Period: 2026-03-17
Bialecki Andrew
DirectorCo-Chief Executive Officer10% Owner
Transactions
  • Conversion

    Series A Common Stock

    [F1][F2]
    2026-03-17+200,000200,000 total
  • Sale

    Series A Common Stock

    [F1][F3]
    2026-03-17$19.60/sh97,379$1,908,628102,621 total
  • Sale

    Series A Common Stock

    [F1][F4]
    2026-03-17$19.15/sh102,621$1,965,1920 total
  • Conversion

    Series B Common Stock

    [F2][F1]
    2026-03-17200,00068,144,118 total
    Series A Common Stock (200,000 underlying)
Holdings
  • Series B Common Stock

    [F2][F5]
    (indirect: By Trust)
    Series A Common Stock (7,517,410 underlying)
    7,517,410
  • Series B Common Stock

    [F2][F6]
    (indirect: By Trust)
    Series A Common Stock (517,006 underlying)
    517,006
  • Series B Common Stock

    [F2][F7]
    (indirect: By Trust)
    Series A Common Stock (517,006 underlying)
    517,006
  • Series B Common Stock

    [F2]
    (indirect: By Spouse)
    Series A Common Stock (43,218 underlying)
    43,218
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 $19.33 to $20.32 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 $19.10 to $19.32 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|2026-03-19

Documents

1 file
  • 4
    wk-form4_1773964773.xmlPrimary

    FORM 4