Braze (NASDAQ: BRZE) CTO receives major RSU and PSU stock grants

Rhea-AI Filing Summary

Hyman Jonathan reported acquisition or exercise transactions in this Form 4 filing.

Braze, Inc. Chief Technology Officer Jonathan Hyman reported equity grants of Class A Common Stock as compensation. He received 56,066 performance-based restricted stock units that were earned after pre-established performance goals were certified on March 18, 2026. One-third of these PSUs will vest on May 15, 2026, with the remaining two-thirds vesting in eight equal quarterly installments over the following two years, subject to his continuous service.

He also received a separate award of 89,630 restricted stock units that will vest in 12 equal quarterly installments starting May 15, 2026, with a two-year post-vest holding requirement and continued service condition. After these awards, his directly held Class A shares totaled 1,838,629, including 258,267 shares represented by restricted stock units and PSUs. Additional indirect holdings of 71,436 and 28,564 Class A shares are held through a family trust, over which he shares voting and investment control.

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^*

Hyman Jonathan

(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)
	Chief Technology Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

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	03/18/2026		A		56,066(1)	A	$0	1,748,999(2)	D
Class A Common Stock	03/18/2026		A		89,630(3)	A	$0	1,838,629(2)	D
Class A Common Stock								71,436	I	See footnote(4)
Class A Common Stock								28,564	I	See footnote(4)

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. Shares represent a performance-based restricted stock unit ("PSU") award earned based on the achievement of pre-established performance goals. The Compensation Committee certified the performance conditions were achieved on March 18, 2026. One-third of the PSUs will vest on May 15, 2026. The remaining two-thirds will then vest in eight equal quarterly installments over the following two years. The vesting of the PSUs are subject to the Reporting Person's continuous service through such vesting date.

2. Of the reported shares, 258,267 shares are represented by restricted stock units and PSUs.

3. These shares represent a restricted stock unit ("RSU") award, which shall vest in 12 equal quarterly installments with the first vesting date being May 15, 2026. The vesting of the RSUs are subject to the Reporting Person's continuous service through such vesting date and a two-year-post-vest holding requirement.

4. The securities are held by a family trust. The Reporting Person shares voting and investment control of the shares and may be deemed to beneficially own the shares.

Remarks:

	/s/ Nathan Jeffries, Attorney-in-Fact	03/20/2026
	** 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 Jonathan Hyman?

Jonathan Hyman, Braze’s Chief Technology Officer, reported grants of Class A Common Stock in the form of performance-based restricted stock units and time-based restricted stock units. These awards are compensation-related equity grants rather than open-market share purchases or sales and are subject to multi-year vesting conditions.

How many Braze (BRZE) shares were granted to CTO Jonathan Hyman in this Form 4?

Jonathan Hyman received 56,066 performance-based restricted stock units and 89,630 restricted stock units of Braze Class A Common Stock. These awards vest over several years, contingent on continued service and, for the PSUs, the achievement of previously certified performance goals determined on March 18, 2026.

What is Jonathan Hyman’s total direct Braze (BRZE) share ownership after these grants?

Following the reported grants, Jonathan Hyman directly held 1,838,629 shares of Braze Class A Common Stock. Of these, 258,267 shares are represented by restricted stock units and performance-based restricted stock units, which will vest over time subject to specified service and performance conditions described in the filing.

How do the performance-based RSUs for Braze (BRZE) CTO vest over time?

The 56,066 performance-based restricted stock units vest with one-third on May 15, 2026, and the remaining two-thirds in eight equal quarterly installments over the next two years. Vesting depends on Jonathan Hyman’s continuous service after performance conditions were certified on March 18, 2026.

What are the vesting terms for Jonathan Hyman’s time-based RSUs in Braze (BRZE)?

The 89,630 restricted stock units vest in 12 equal quarterly installments, beginning May 15, 2026. Vesting requires Jonathan Hyman’s continuous service through each vesting date and is paired with a two-year post-vest holding requirement, extending the period during which the shares must be retained.

Does Jonathan Hyman hold any Braze (BRZE) shares indirectly through a trust?

Yes. Indirect holdings of 71,436 and 28,564 Braze Class A shares are held by a family trust. The filing states he shares voting and investment control over these trust-held shares and may be deemed to beneficially own them through this shared authority structure.