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[Form 4] Braze, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Malik Pankaj, Chief Accounting Officer of Braze, Inc. (BRZE), reported an insider sale on 09/18/2025. The filing shows a sale of 4,174 shares of Class A common stock at $32.77 per share, leaving a total of 62,756 shares beneficially owned after the transaction. The filing notes that 37,756 of those shares are represented by restricted stock units.

The Form 4 was signed by an attorney-in-fact on behalf of the reporting person and filed in accordance with Section 16 reporting requirements. The document records a routine change in beneficial ownership by an officer rather than a corporate action or issuance.

Positive
  • Timely disclosure of insider transaction in compliance with Section 16 reporting rules
  • Substantial residual ownership remains (62,756 shares), indicating ongoing insider stake
Negative
  • Officer disposition of 4,174 shares may be perceived negatively by some investors
  • Significant portion of holdings (37,756 shares) are restricted stock units subject to vesting

Insights

TL;DR: Routine insider sale by a senior officer; transaction size appears modest relative to total holdings.

The sale of 4,174 shares at $32.77 is disclosed as a straightforward disposition with 62,756 shares remaining beneficially owned, including 37,756 restricted stock units. This is a compliance filing required under Section 16 and does not, by itself, indicate a change to company fundamentals. Investors should note ownership levels and the portion subject to vesting, but no additional financial metrics or company performance data are provided in this Form 4.

TL;DR: Compliance filing shows timely reporting of an officer's sale; disclosure aligns with Section 16 obligations.

The Form 4 documents an insider disposition and reports the remaining beneficial ownership, including restricted stock units, which is standard governance practice. The filing was executed via attorney-in-fact and includes the required explanatory note on RSUs. There are no indications of extraordinary governance events, related-party transactions, or amendments to compensation arrangements in this filing.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Malik Pankaj

(Last) (First) (Middle)
C/O BRAZE, INC., 63 MADISON BUILDING
28 E. 28TH ST., FLOOR 12 MAILROOM

(Street)
NEW YORK NY 10016

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Braze, Inc. [ BRZE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 09/18/2025 S 4,174 D $32.77 62,756(1) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Of the reported shares, 37,756 shares are represented by restricted stock units.
Remarks:
/s/ Nathan Jeffries, Attorney-in-Fact 09/22/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Braze (BRZE) insider Malik Pankaj report on Form 4?

The Form 4 reports a sale of 4,174 Class A shares at $32.77 on 09/18/2025, leaving 62,756 shares beneficially owned.

How many of Malik Pankaj's shares are restricted stock units (RSUs)?

The filing states that 37,756 of the reported shares are represented by restricted stock units.

What is the reporting person’s role at Braze?

The reporting person, Malik Pankaj, is identified as an officer with the title Chief Accounting Officer.

When was the transaction and when was the Form 4 signed?

The transaction date is 09/18/2025, and the Form 4 was signed by an attorney-in-fact on 09/22/2025.

Does the Form 4 indicate any other corporate actions or changes?

No. The Form 4 only discloses the insider sale and remaining beneficial ownership; it does not report corporate actions or other changes.
Braze, Inc.

NASDAQ:BRZE

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3.11B
84.85M
14.31%
73.22%
4.87%
Software - Application
Services-prepackaged Software
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United States
NEW YORK