Bialecki Andrew 4

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.