Bialecki Andrew 4
4 · Klaviyo, Inc. · Filed Apr 16, 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, sold a total of 200,000 shares in open-market transactions on April 14, 2026. The sales occurred in two blocks: 109,142 shares at a weighted-average price of $17.39 (proceeds $1,897,979) and 90,858 shares at a weighted-average price of $16.94 (proceeds $1,539,135), for combined proceeds of $3,437,114. The filing also shows conversion entries involving 200,000 shares of the Issuer’s Series B Common Stock into Series A Common Stock (see Key Details and Footnote F2).
Key Details
- Transaction date: April 14, 2026; Form 4 filed April 16, 2026 (timely — within the normal 2-business-day window).
- Sale prices and ranges: reported weighted averages $17.39 (range $17.035–$18.03) and $16.94 (range $16.85–$17.03); the filer will provide breakdown by price on request (Footnotes F3, F4).
- Total shares sold: 200,000; total proceeds ≈ $3.44M.
- Conversion activity: the report shows conversion of Series B Common Stock into Series A Common Stock (200,000 shares) — Series B is convertible into Series A (Footnote F2). One conversion is listed as an acquisition and another as a derivative disposal at $0, reflecting conversion mechanics rather than a cash purchase.
- Plan/authorization: sales were effected under a Rule 10b5-1 trading plan adopted May 20, 2025 (Footnote F1).
- Trust disclosures: several holdings are held in related trusts for which Bialecki is trustee or has relationships; he disclaims beneficial ownership except to the extent of any pecuniary interest (Footnotes F5–F7).
- Shares owned after transaction: not specified in the excerpt provided; see the full Form 4 for post-transaction holdings.
Context
- These were open-market sales executed under a pre-established 10b5-1 plan; such planned sales are commonly used to avoid timing questions and do not by themselves indicate a change in the insider’s view on the company.
- The conversion entries reflect corporate share-class mechanics (Series B → Series A) rather than cash exercises; the sale of the resulting common shares generated the cash proceeds shown above.
Insider Transaction Report
- Conversion
Series A Common Stock
[F1][F2]2026-04-14+200,000→ 200,000 total - Sale
Series A Common Stock
[F1][F3]2026-04-14$17.39/sh−109,142$1,897,979→ 90,858 total - Sale
Series A Common Stock
[F1][F4]2026-04-14$16.94/sh−90,858$1,539,135→ 0 total - Conversion
Series B Common Stock
[F2][F1]2026-04-14−200,000→ 67,344,118 total→ Series A Common Stock (200,000 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 $17.035 to $18.03 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 $16.85 to $17.03 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.