Bialecki Andrew 4
4 · Klaviyo, Inc. · Filed Apr 9, 2026
Research Summary
AI-generated summary of this filing
Klaviyo (KVYO) CEO Andrew Bialecki Sells 200,000 Shares
What Happened
Andrew Bialecki, CEO of Klaviyo, converted Series B common stock into Series A shares and sold 200,000 shares in an open-market transaction on April 7, 2026. The sale was a weighted-average $18.63 per share for proceeds of approximately $3,726,000. The filing also reports conversion entries (derivative conversions) of 200,000 shares (no cash proceeds) related to the issuer’s Series B → Series A conversion provision.
Key Details
- Transaction date(s): April 7, 2026; Form 4 filed April 9, 2026 (period of report Apr 7, 2026). No late filing flag indicated in the filing provided.
- Open-market sale: 200,000 shares at a weighted-average price of $18.63, total ≈ $3,726,000; prices in the sale range from $18.31 to $18.94 (per footnote).
- Derivative conversions: Two conversion entries for 200,000 shares each — one reported as an acquisition via conversion, one as a disposition at $0 (reflecting conversion mechanics of Series B to Series A).
- 10b5-1 plan: The sale was effected under a Rule 10b5-1 trading plan adopted by Bialecki on May 20, 2025 (footnote).
- Ownership after transaction: Total shares owned after these transactions are not specified in the provided Form 4.
- Trust holdings: Footnotes note shares held in various Bialecki family trusts; the reporting person disclaims beneficial ownership of those trust shares except to the extent of any pecuniary interest.
Context
Derivative conversion here refers to converting Series B common stock into Series A common stock (per the issuer’s charter); such conversions often show $0 consideration because they are structural conversions rather than cash transactions. The reported sale was through an arranged trading plan (10b5-1), which is commonly used to execute preplanned trades and does not necessarily indicate a change in insider outlook.
Insider Transaction Report
- Conversion
Series A Common Stock
[F1][F2]2026-04-07+200,000→ 200,000 total - Sale
Series A Common Stock
[F1][F3]2026-04-07$18.63/sh−200,000$3,726,000→ 0 total - Conversion
Series B Common Stock
[F2][F1]2026-04-07−200,000→ 67,544,118 total→ Series A Common Stock (200,000 underlying)
- 7,517,410(indirect: By Trust)
Series B Common Stock
[F2][F4]→ Series A Common Stock (7,517,410 underlying) - 517,006(indirect: By Trust)
Series B Common Stock
[F2][F5]→ Series A Common Stock (517,006 underlying) - 517,006(indirect: By Trust)
Series B Common Stock
[F2][F6]→ 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 (6)
- [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 $18.31 to $18.94 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]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.
- [F5]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.
- [F6]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.