Braze (BRZE) CAO sells 3,644 shares at $26.64 in tax sale

Braze, Inc. (BRZE) reported an insider transaction by its Chief Accounting Officer on a Form 4.

Accepted by SEC EDGAR 11/20/2025 - 05:45 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Braze, Inc. (BRZE) reported an insider transaction by its Chief Accounting Officer on a Form 4. On 11/18/2025, the officer sold 3,644 shares of Class A common stock at $26.64 per share. The filing explains this was done under a non-discretionary sell-to-cover program, implemented effective November 16, 2021 and last modified April 15, 2024, to satisfy tax withholding obligations tied to vesting restricted stock units. After this transaction, the officer beneficially owned 59,112 shares, including 31,148 shares represented by restricted stock units.

Insider Trade Summary

Net Seller: 3,644 shares

Net Sell 1 txn

Insider Malik Pankaj

Role Chief Accounting Officer

Sold 3,644 shs ($97K)

Share of Position Sold 5.8%

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	3,644	$26.64	$97K

Holdings After Transaction: Class A Common Stock — 59,112 shares (Direct)

Holdings Before and After: Class A Common Stock, 62,756 to 59,112 shares (Direct)

Other Insiders: 5 other insiders reported open-market sales of this stock in the 30 days up to this filing.

Footnotes (2)

1. F1. This transaction was effected in accordance with a non-discretionary sell-to-cover program implemented by the Issuer, effective November 16, 2021 and last modified April 15, 2024, to satisfy tax withholding obligations arising in connection with the vesting of the Reporting Person's restricted stock units.
2. F2. Of the reported shares, 31,148 shares are represented by restricted stock units.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Braze, Inc. (BRZE) report on this Form 4?

The Form 4 reports that Braze, Inc.'s Chief Accounting Officer sold 3,644 shares of Class A common stock on 11/18/2025.

At what price were the Braze (BRZE) shares sold in this insider transaction?

The 3,644 shares of Braze Class A common stock were sold at a price of $26.64 per share.

Why did the Braze (BRZE) officer sell 3,644 shares?

The sale was executed under a non-discretionary sell-to-cover program to satisfy tax withholding obligations arising from the vesting of the officer's restricted stock units.

How many Braze (BRZE) shares does the reporting person own after this transaction?

Following the reported sale, the officer beneficially owned 59,112 shares of Braze Class A common stock.

How many of the Braze (BRZE) shares owned are restricted stock units?

Of the 59,112 shares beneficially owned, 31,148 shares are represented by restricted stock units.

What is the purpose of Braze’s sell-to-cover program mentioned in the Form 4?

The program, effective November 16, 2021 and last modified April 15, 2024, is used to sell shares to cover tax withholding obligations when restricted stock units vest.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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).

X

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)
11/18/2025

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	11/18/2025		S(1)		3,644	D	$26.64	59,112(2)	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. This transaction was effected in accordance with a non-discretionary sell-to-cover program implemented by the Issuer, effective November 16, 2021 and last modified April 15, 2024, to satisfy tax withholding obligations arising in connection with the vesting of the Reporting Person's restricted stock units.

2. Of the reported shares, 31,148 shares are represented by restricted stock units.

Remarks:

	/s/ Nathan Jeffries, Attorney-in-Fact	11/19/2025
	** 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.