Galvin Carmel 4

What Happened

• Galvin Carmel, Chief People Officer at Klaviyo (KVYO), had 30,541 shares of Series A common stock withheld by the company to satisfy tax withholding obligations related to the vesting and settlement of restricted stock units (RSUs). The withholding is reported as a disposition at $14.38 per share, totaling approximately $439,180.
• This was an administrative tax-withholding on RSU vesting (code F), not an open-market sale.

Key Details

• Transaction date: 2026-05-15; reported on Form 4 filed 2026-05-18 (timely).
• Withheld/disposed: 30,541 shares at $14.38 per share; total ≈ $439,180.
• Shares owned after transaction: 163,109 shares of Series A common stock.
• Remaining equity awards (unvested): 612,553 RSUs and 162,337 performance stock units (PSUs) — total potential shares including current holdings = 937,999.
• Footnote F1: Withholding of Series A common stock to satisfy tax obligations on RSU vesting. Footnote F2: Breakdown of owned shares and unvested awards.
• Transaction code: F (tax withholding). Not a 10b5-1 trade or gift.

Context

• Tax withholding on RSU vesting is a routine administrative transaction; the Form 4 marks it as a disposition because shares were retained by the company to cover taxes, but it is not an open-market sale that signals buying or selling intent.
• For retail investors, purchases are generally more informative than routine withholdings; this filing mainly documents the settlement and tax payment tied to equity compensation.