ICONIQ Strategic Partners III, L.P. - Mar 22, 2024 Form 4 Insider Report for Braze, Inc. (BRZE)

Role
10%+ Owner
Signature
ICONIQ Strategic Partners III, L.P., By: ICONIQ Strategic Partners III GP, L.P., By: ICONIQ Strategic Partners III TT GP, Ltd., By: Kevin Foster, Title: Head of Strategy, /s/ Kevin Foster
Stock symbol
BRZE
Transactions as of
Mar 22, 2024
Transactions value $
$0
Form type
4
Date filed
3/26/2024, 05:28 PM
Previous filing
Mar 8, 2024
Next filing
Apr 16, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BRZE Class A Common Stock Conversion of derivative security +1.45M +104.13% 2.84M Mar 22, 2024 Direct F1, F2, F3, F4, F5
transaction BRZE Class A Common Stock Conversion of derivative security +1.55M +104.13% 3.04M Mar 22, 2024 By ICONIQ Strategic Partners III-B, L.P. F3, F4, F5, F6, F7
holding BRZE Class A Common Stock 753K Mar 22, 2024 By ICONIQ Strategic Partners VI, L.P. F3, F4, F5, F8
holding BRZE Class A Common Stock 1.04M Mar 22, 2024 By ICONIQ Strategic Partners VI-B, L.P. F3, F4, F5, F9
holding BRZE Class A Common Stock 380K Mar 22, 2024 By Divesh Makan F10
holding BRZE Class A Common Stock 380K Mar 22, 2024 By William J.G. Griffith F11
holding BRZE Class A Common Stock 192K Mar 22, 2024 By Matthew Jacobson F12

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BRZE Class B Common Stock Conversion of derivative security $0 -1.45M -66.2% $0.00 740K Mar 22, 2024 Class B Common Stock 1.45M Direct F1, F2, F3, F4, F5, F13
transaction BRZE Class B Common Stock Conversion of derivative security $0 -1.55M -66.2% $0.00 791K Mar 22, 2024 Class B Common Stock 1.55M By ICONIQ Strategic Partners III-B, L.P. F3, F4, F5, F6, F7, F13
holding BRZE Class B Common Stock 925K Mar 22, 2024 Class B Common Stock 925K By ICONIQ Strategic Partners V, L.P. F3, F4, F5, F13, F14
holding BRZE Class B Common Stock 1.42M Mar 22, 2024 Class B Common Stock 1.42M By ICONIQ Strategic Partners V-B, L.P. F3, F4, F5, F13, F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On March 22, 2024, ICONIQ Strategic Partners III, L.P. ("ICONIQ III") converted in the aggregate 1,450,318 shares of the Issuer's Class B Common Stock into 1,450,318 shares of the Issuer's Class A Common Stock.
F2 The shares are held by ICONIQ III.
F3 ICONIQ Strategic Partners III GP, L.P. ("ICONIQ III GP") is the sole general partner of each of ICONIQ III and ICONIQ Strategic Partners III-B, L.P. ("ICONIQ III-B"). ICONIQ Strategic Partners III TT GP, Ltd. ("ICONIQ III Parent GP") is the sole general partner of ICONIQ III GP. ICONIQ Strategic Partners V GP, L.P. ("ICONIQ V GP") is the sole general partner of each of ICONIQ Strategic Partners V, L.P. ("ICONIQ V") and ICONIQ Strategic Partners V-B, L.P. ("ICONIQ V-B"). ICONIQ Strategic Partners V TT GP, Ltd. ("ICONIQ V Parent GP") is the sole general partner of ICONIQ V GP.
F4 (Continued from Footnote 3) ICONIQ Strategic Partners VI GP, L.P. ("ICONIQ VI GP") is the sole general partner of each of ICONIQ Strategic Partners VI, L.P. ("ICONIQ VI") and ICONIQ Strategic Partners VI-B, L.P. ("ICONIQ VI-B"). ICONIQ Strategic Partners VI TT GP, Ltd. ("ICONIQ VI Parent GP") is the sole general partner of ICONIQ VI GP. Divesh Makan ("Makan") and William J.G. Griffith ("Griffith") are the sole equity holders of ICONIQ III Parent GP. Makan, Griffith and Matthew Jacobson ("Jacobson") are the sole equity holders of each of ICONIQ V Parent GP and ICONIQ VI Parent GP.
F5 Each of ICONIQ III GP, ICONIQ III Parent GP, ICONIQ V GP, ICONIQ V Parent GP, ICONIQ VI GP, ICONIQ VI Parent GP, Makan, Griffith and Jacobson disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
F6 On March 22, 2024, converted in the aggregate 1,549,682 shares of the Issuer's Class B Common Stock into 1,549,682 shares of the Issuer's Class A Common Stock.
F7 The shares are held by ICONIQ III-B.
F8 The shares are held by ICONIQ VI.
F9 The shares are held by ICONIQ VI-B.
F10 The shares are held by Makan through his family trust of which he is a trustee and another estate planning trust having an independent trustee. Makan disclaims beneficial ownership of the shares held by such trusts for purposes of Section 16 of the Exchange Act, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that Makan is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
F11 The shares are held by Griffith through his family trust of which he is a trustee and another estate planning trust having an independent trustee. Griffith disclaims beneficial ownership of the shares held by such trusts for purposes of Section 16 of the Exchange Act, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that Griffith is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
F12 The shares are held by Jacobson through a trust of which he is a trustee. Jacobson disclaims beneficial ownership of the shares held by such trust for purposes of Section 16 of the Exchange Act, except to the extent of his pecuniary interest therein, if any. This report shall not be deemed an admission that Jacobson is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
F13 Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock. Each share of Class B Common Stock will convert automatically into shares of Class A Common Stock, on a one-to-one basis, upon the following: (1) the death of a Class B common stockholder who is a natural person, (2) the last trading day of the fiscal quarter immediately following the fifth anniversary of the Issuer's initial public offering, (3) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B Common Stock and (4) the last trading day of the fiscal quarter during which the then outstanding shares of Class B Common Stock first represent less than 10% of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock.
F14 The shares are held by ICONIQ V.
F15 The shares are held by ICONIQ V-B.