ICONIQ Strategic Partners III, L.P. - Apr 12, 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
Apr 12, 2024
Transactions value $
$0
Form type
4
Date filed
4/16/2024, 04:42 PM
Previous filing
Mar 26, 2024
Next filing
Jun 12, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BRZE Class A Common Stock Other -725K -25.51% 2.12M Apr 12, 2024 Direct F1, F2, F3, F4
transaction BRZE Class A Common Stock Other -775K -25.51% 2.26M Apr 12, 2024 By ICONIQ Strategic Partners III-B, L.P. F3, F4, F5, F6
holding BRZE Class A Common Stock 753K Apr 12, 2024 By ICONIQ Strategic Partners VI, L.P. F3, F4, F7
holding BRZE Class A Common Stock 1.04M Apr 12, 2024 By ICONIQ Strategic Partners VI-B, L.P. F3, F4, F8
holding BRZE Class A Common Stock 523K Apr 12, 2024 By Divesh Makan F9
holding BRZE Class A Common Stock 523K Apr 12, 2024 By William J.G. Griffith F10
holding BRZE Class A Common Stock 264K Apr 12, 2024 By Matthew Jacobson F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On April 12, 2024, ICONIQ Strategic Partners III, L.P. ("ICONIQ III") distributed, for no consideration, in the aggregate 725,159 shares of the Issuer's Class A Common Stock (the "ICONIQ III Shares") to its limited partners and to ICONIQ Strategic Partners III GP, L.P. ("ICONIQ III GP"), representing each such partner's pro rata interest in such ICONIQ III Shares. On the same date, ICONIQ III GP distributed, for no consideration, the ICONIQ III Shares it received in the distribution by ICONIQ III to its partners, representing each such partner's pro rata interest in such ICONIQ III Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
F2 The shares are held by ICONIQ III.
F3 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 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 ICONIQ VI Parent GP.
F4 Each of ICONIQ III GP, ICONIQ III 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 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.
F5 On April 12, 2024, ICONIQ III-B distributed, for no consideration, in the aggregate 774,841 shares of the Issuer's Class A Common Stock (the "ICONIQ III-B Shares") to its limited partners and to ICONIQ III GP, representing each such partner's pro rata interest in such ICONIQ III-B Shares. On the same date, ICONIQ III GP distributed, for no consideration, the ICONIQ III-B Shares it received in the distribution by ICONIQ III-B to its partners, representing each such partner's pro rata interest in such ICONIQ III-B Shares. All of the aforementioned distributions were made in accordance with the exemptions afforded by Rules 16a-13 and 16a-9 of the Exchange Act.
F6 The shares are held by ICONIQ III-B.
F7 The shares are held by ICONIQ VI.
F8 The shares are held by ICONIQ VI-B.
F9 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. Includes an aggregate of 142,601 ICONIQ III Shares and ICONIQ III-B Shares received in the distributions described in footnotes (1) and (5) above. 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.
F10 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. Includes an aggregate of 142,678 ICONIQ III Shares and ICONIQ III-B Shares received in the distributions described in footnotes (1) and (5) above. 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.
F11 The shares are held by Jacobson through a trust of which he is a trustee. Includes an aggregate of 72,014 ICONIQ III Shares and ICONIQ III-B Shares received in the distributions described in footnotes (1) and (5) above. 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.