4//SEC Filing
Bessemer Venture Partners VII L.P. 4
Accession 0000899243-19-004144
CIK 0001447669other
Filed
Feb 18, 7:00 PM ET
Accepted
Feb 19, 7:06 PM ET
Size
21.9 KB
Accession
0000899243-19-004144
Insider Transaction Report
Form 4
TWILIO INCTWLO
BVP VII SPECIAL OPPORTUNITY FUND LP
10% Owner
Transactions
- Other
Class A Common Stock
2019-02-14−1,542,326→ 0 total(indirect: See Footnotes) - Conversion
Class A Common Stock
2019-02-14+1,542,326→ 1,542,326 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2019-02-14−1,542,326→ 4,626,977 total(indirect: See Footnotes)→ Class A Common Stock (1,542,326 underlying)
Bessemer Venture Partners VII L.P.
10% Owner
Transactions
- Conversion
Class A Common Stock
2019-02-14+1,542,326→ 1,542,326 total(indirect: See Footnotes) - Other
Class A Common Stock
2019-02-14−1,542,326→ 0 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2019-02-14−1,542,326→ 4,626,977 total(indirect: See Footnotes)→ Class A Common Stock (1,542,326 underlying)
Deer VII & Co. Ltd.
10% Owner
Transactions
- Conversion
Class A Common Stock
2019-02-14+1,542,326→ 1,542,326 total(indirect: See Footnotes) - Other
Class A Common Stock
2019-02-14−1,542,326→ 0 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2019-02-14−1,542,326→ 4,626,977 total(indirect: See Footnotes)→ Class A Common Stock (1,542,326 underlying)
Deer VII & Co. L.P.
10% Owner
Transactions
- Other
Class A Common Stock
2019-02-14−1,542,326→ 0 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2019-02-14−1,542,326→ 4,626,977 total(indirect: See Footnotes)→ Class A Common Stock (1,542,326 underlying) - Conversion
Class A Common Stock
2019-02-14+1,542,326→ 1,542,326 total(indirect: See Footnotes)
Transactions
- Conversion
Class A Common Stock
2019-02-14+1,542,326→ 1,542,326 total(indirect: See Footnotes) - Other
Class A Common Stock
2019-02-14−1,542,326→ 0 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2019-02-14−1,542,326→ 4,626,977 total(indirect: See Footnotes)→ Class A Common Stock (1,542,326 underlying)
15 Angels LLC
10% Owner
Transactions
- Other
Class A Common Stock
2019-02-14−1,542,326→ 0 total(indirect: See Footnotes) - Conversion
Class B Common Stock
2019-02-14−1,542,326→ 4,626,977 total(indirect: See Footnotes)→ Class A Common Stock (1,542,326 underlying) - Conversion
Class A Common Stock
2019-02-14+1,542,326→ 1,542,326 total(indirect: See Footnotes)
Footnotes (6)
- [F1]Each share of Class B Common Stock is convertible without payment or consideration into one share of Class A Common Stock at the option of the holder and has no expiration date.
- [F2]Represents 483,951 shares converted from Class B Common Stock to Class A Common Stock by Bessemer Venture Partners VII L.P. ("BVP VII"), 211,729 shares converted from Class B Common Stock to Class A Common Stock by Bessemer Venture Partners VII Institutional L.P. ("BVP VII Inst"), 816,668 shares converted from Class B Common Stock to Class A Common Stock by BVP Special Opportunity Fund VII L.P. ("BVP VII SOF"), and 29,978 shares converted from Class B Common Stock to Class A Common Stock by 15 Angels LLC ("BVP 15A" and together with BVP VII, BVP VII Inst, and BVP VII SOF, the "BVP VII Funds").
- [F3]After the conversion, 1,451,854 shares of Class B Common Stock are held by BVP VII, 635,186 shares of Class B Common Stock are held by BVP VII Inst, 2,450,004 shares of Class B Common Stock are held by BVP VII SOF and 89,933 shares of Class B Common Stock are held by BVP 15A.
- [F4]Deer VII & Co. Ltd. ("Deer VII Ltd.") is the general partner of Deer VII & Co. L.P. ("Deer VII L.P." and, together with the BVP VII Funds and Deer VII Ltd., the "BVP VII Entities"), which is the general partner of each of BVP VII, BVP VII Inst and BVP VII SOF. Deer VII Ltd. and Deer VII L.P. disclaim beneficial ownership of the securities held by the BVP VII Funds, and this report shall not be deemed an admission that Deer VII Ltd. and Deer VII L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in the BVP VII Funds.
- [F5]Byron Deeter is a director of Twilio Inc. ("Twilio"). Mr. Deeter also is a director of Deer VII Ltd. Mr. Deeter also is a director of Deer VIII & Co. Ltd. ("Deer VIII Ltd."), which is the general partner of Deer VIII & Co. L.P. ("Deer VIII L.P."), which is the general partner of Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst") and Bessemer Venture Partners VIII L.P. ("BVP VIII" and, together with BVP VIII Inst, Deer VIII Ltd. and Deer VIII L.P., the "BVP VIII Entities"). Mr. Deeter serves as a representative of the BVP VII Entities and the BVP VIII Entities on the Board of Directors of Twilio.
- [F6]On February 14, 2019, BVP VII, BVP VII Inst, BVP VII SOF, and BVP 15A distributed, for no consideration, 483,951, 211,729, 816,668, and 29,978 shares (collectively, the "Shares"), respectively, of Class A Common Stock to their limited partners and to Deer VII L.P., representing each such partner's pro rata interest in such Shares. On the same date, one or more of such limited partner(s) distributed, for no consideration, the Shares to certain of its or their members in an amount equal to each such member's or members' respective pro rata interests in the Shares. Finally, on the same date, Deer VII L.P. distributed, for no consideration, the Shares it received from the distributions to its partners in an amount equal to each such partner's pro rata interest in the Shares. All of the aforementioned distributions were made in accordance with the exemption afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.
Documents
Issuer
TWILIO INC
CIK 0001447669
Entity typeother
IncorporatedCayman Islands
Related Parties
1- filerCIK 0001534338
Filing Metadata
- Form type
- 4
- Filed
- Feb 18, 7:00 PM ET
- Accepted
- Feb 19, 7:06 PM ET
- Size
- 21.9 KB