Braze (BRZE) General Counsel has 10,951 shares withheld for tax obligations

Rhea-AI Filing Summary

Braze, Inc. General Counsel Susan Wiseman reported a tax-related share disposition. On the vesting and settlement of equity awards, 10,951 shares of Class A Common Stock were withheld at a value of $20.87 per share to cover tax withholding obligations. This was not an open-market sale. After this withholding, she directly holds 198,473 shares of Braze stock, including 82,069 shares represented by restricted stock units and performance-based restricted stock units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Wiseman Susan

Role General Counsel

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	10,951	$20.87	$229K

Holdings After Transaction: Class A Common Stock — 198,473 shares (Direct, null)

Footnotes (1)

1. Represents shares withheld to satisfy the reporting person's tax withholding obligations upon vesting and settlement of the underlying equity awards. Of the reported shares, 82,069 shares are represented by restricted stock units and performance-based restricted stock units.

Key Figures

Shares withheld for taxes: 10,951 shares Per-share value for withholding: $20.87 per share Shares held after transaction: 198,473 shares +1 more

4 metrics

Shares withheld for taxes 10,951 shares Tax-withholding disposition on equity award vesting

Per-share value for withholding $20.87 per share Value used for tax-withholding shares

Shares held after transaction 198,473 shares Direct Class A holdings following withholding

RSUs and performance-based RSUs 82,069 shares Portion of holdings represented by RSUs and PRSUs

Key Terms

tax withholding obligations, equity awards, restricted stock units, performance-based restricted stock units, +1 more

5 terms

tax withholding obligations financial

"Represents shares withheld to satisfy the reporting person's tax withholding obligations upon vesting and settlement"

equity awards financial

"withheld to satisfy the reporting person's tax withholding obligations upon vesting and settlement of the underlying equity awards"

Equity awards are payments to employees or directors made in the form of company stock or rights to buy stock later, serving as a way to share ownership rather than cash. For investors, they matter because they align staff incentives with company performance, can increase the number of shares outstanding over time (which can reduce each share’s claim on profits), and create compensation costs that affect reported earnings.

restricted stock units financial

"Of the reported shares, 82,069 shares are represented by restricted stock units and performance-based restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance-based restricted stock units financial

"82,069 shares are represented by restricted stock units and performance-based restricted stock units"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

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^*

Wiseman Susan

(Last) (First) (Middle)

C/O BRAZE, INC., 63 MADISON BUILDING

28 E. 28TH ST., FLOOR 12 MAILROOM

(Street)

NEW YORK NEW YORK 10016

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/15/2026		F		10,951(1)	D	$20.87	198,473(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. Represents shares withheld to satisfy the reporting person's tax withholding obligations upon vesting and settlement of the underlying equity awards.

2. Of the reported shares, 82,069 shares are represented by restricted stock units and performance-based restricted stock units.

Remarks:

	/s/ Nathan Jeffries, Attorney-in-Fact	05/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Braze (BRZE) report for Susan Wiseman?

Braze General Counsel Susan Wiseman reported a tax-withholding disposition of 10,951 Class A shares. The shares were withheld to satisfy tax obligations triggered by vesting of equity awards and were not sold in the open market.

Was the Braze (BRZE) insider transaction an open-market sale?

No, the transaction was not an open-market sale. The 10,951 shares of Class A Common Stock were withheld by Braze to cover Susan Wiseman’s tax obligations when her equity awards vested and settled, rather than being sold to outside investors.

How many Braze (BRZE) shares does Susan Wiseman hold after this transaction?

After the tax-withholding transaction, Susan Wiseman directly holds 198,473 Braze Class A shares. This total includes 82,069 shares represented by restricted stock units and performance-based restricted stock units that remain subject to applicable vesting conditions.

What price was used for the Braze (BRZE) tax-withholding shares?

The tax-withholding disposition used a value of $20.87 per Braze Class A share. This per-share value determined how many shares, 10,951 in total, were withheld to cover the tax obligations arising from the vesting of equity awards.

What caused the Braze (BRZE) tax-withholding share disposition?

The share disposition occurred because Susan Wiseman’s underlying equity awards vested and settled. To satisfy associated tax withholding obligations, 10,951 shares of Class A Common Stock were withheld, as disclosed in the Form 4 footnote describing the tax treatment.