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Braze, Inc. (BRZE) SEC Filings, Jan-Feb 2026

BRZE NASDAQ

Braze, Inc. filings document material events for a public software company built around customer engagement, cross-channel messaging, journey orchestration, personalization, and AI-driven decisioning. Recent Form 8-K disclosures cover operating results, fiscal-year and quarterly financial condition, a share repurchase authorization, and executive officer and legal leadership transitions.

The company’s regulatory record also documents governance and capital-structure matters, including annual meeting voting results, director elections, advisory executive compensation votes, auditor ratification, and the completed automatic conversion of Class B common stock into Class A common stock. These filings describe the formal corporate actions, security-holder rights changes, and reporting obligations tied to Braze’s Nasdaq-listed common stock.

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Braze, Inc. shareholder William Magnuson filed an amended Schedule 13G reporting his beneficial ownership of the company’s Class A common stock. As of January 30, 2026, he beneficially owned 5,442,321 shares, representing 4.77% of the 112,679,841 Class A shares outstanding.

The position includes 4,145,465 shares held directly, 470 shares held indirectly, 44,728 shares issuable from restricted stock units vesting within 60 days of January 30, 2026, and 1,251,658 shares issuable upon exercise of vested options. The filing also notes that, under Braze’s certificate of incorporation, each outstanding share of Class B common stock and related options automatically converted into equivalent Class A instruments on January 30, 2026 after Class B fell below 10% of the combined classes.

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Millennium-affiliated entities have disclosed a passive stake in Braze, Inc. Class A common stock. As of January 27, 2026, Integrated Core Strategies (US) LLC reports beneficial ownership of 5,623,176 shares, representing 5.0% of the class.

Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander each report beneficial ownership of 6,296,685 shares, or 5.6% of Braze’s Class A stock, all with shared voting and dispositive power. They certify the shares are not held to change or influence control of Braze.

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Braze, Inc. Chief Technology Officer Jonathan Hyman reported an automatic share reclassification tied to the company’s charter. Effective January 30, 2026, all of his Class B common stock converted into Class A common stock at no cost, including 1,505,007 shares held directly and additional shares held through a family trust.

After the conversion, he beneficially owned 1,700,324 Class A shares directly, of which 128,965 are in restricted stock units, plus Class A shares held indirectly via the family trust. Outstanding stock options originally for Class B shares, including fully vested awards covering 150,000 and 175,213 shares at a $35.01 exercise price expiring April 19, 2031, were also converted to options for the same number of Class A shares on unchanged terms.

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Braze, Inc. reported an insider-related share conversion tied to director Tara Walpert Levy. On January 30, 2026, 62,562 shares of Class B common stock held through a family trust automatically converted into 62,562 shares of Class A common stock at a price of $0 per share under the company’s amended and restated certificate of incorporation.

The filing shows 62,562 Class A shares held indirectly via the family trust and 94,240 Class A shares held directly, of which 5,033 shares are restricted stock units. The reporting person shares voting and investment control over the trust holdings and disclaims beneficial ownership beyond her pecuniary interest.

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Braze, Inc.’s CEO William Magnuson reported a share-class conversion and related option adjustments, not an open‑market trade. On January 30, 2026, 3,822,765 shares of Class B common stock automatically converted into the same number of Class A shares at $0 per share under Braze’s amended and restated certificate of incorporation.

Following this, Magnuson directly beneficially owned 4,517,511 Class A shares, including 372,046 shares represented by restricted stock units, plus 470 Class A shares held indirectly through a limited liability company in which he is a member and shares voting and investment control. Existing stock options for Class B shares—covering 51,658, 750,000, and 450,000 shares at exercise prices of $3.46 and $35.01—were automatically converted into options for the same number of Class A shares on the same date, with terms otherwise unchanged and the reported awards fully vested.

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Braze, Inc. Chief Financial Officer Isabelle Winkles reported administrative option adjustments following a share class conversion. Effective January 30, 2026, all outstanding Class B common stock automatically converted into Class A common stock under Braze’s amended and restated certificate of incorporation.

On the same date, each outstanding stock option to purchase Class B shares under the 2011 Equity Incentive Plan was automatically converted into an option to purchase the same number of Class A shares, with exercise prices and expiration dates unchanged. The filing lists multiple stock option grants with exercise prices of $4.88 and $35.01 and expirations in 2030 and 2031, some fully vested and others continuing to vest over time.

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Braze, Inc. reported an insider equity update for its General Counsel, Susan Wiseman. On January 30, 2026, all outstanding Class B common stock automatically converted into Class A common stock under the amended and restated certificate of incorporation. As part of this change, her stock options on Class B shares were converted into options on the same number of Class A shares with unchanged terms. Following the conversion, she holds options to buy 26,425 shares at $4.88 expiring on February 3, 2030, and options to buy 11,000 and 37,000 shares at $35.01 expiring on April 19, 2031. One of these awards is fully vested, and another vests over time beginning August 1, 2023.

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Braze, Inc. director Phillip M. Fernandez reported an administrative change to his stock options following a share-class conversion. Effective January 30, 2026, all outstanding Class B common stock automatically converted into Class A common stock under Braze’s amended and restated certificate of incorporation.

At the same time, Fernandez’s option to purchase 145,692 shares of Class B common stock was converted into an option to purchase 145,692 shares of Class A common stock, with the same terms and a $3.83 exercise price. The filing notes that this award is fully vested and that the option terms otherwise remained unchanged.

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Braze, Inc. eliminated its dual-class share structure by automatically converting every outstanding share of Class B common stock into one share of Class A common stock on January 30, 2026, under its certificate of incorporation.

After the conversion, there were approximately 112,689,870 shares of Class A common stock outstanding, and all converted Class B shares were retired and removed from the company’s authorized capital. Former Class B holders now have one vote per share instead of ten, aligning all stockholders under a single class with identical economic rights. The company’s equity awards tied to Class B stock now reference Class A stock, and the Class A shares continue to trade on Nasdaq under the “BRZE” ticker with the same CUSIP.

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Millennium Management LLC, Millennium Group Management LLC, and Israel A. Englander reported their beneficial ownership in Braze, Inc. Class A common stock. They collectively report beneficial ownership of 4,853,774 shares, representing 4.7% of the outstanding Class A common stock, with shared voting and dispositive power over all of these shares and no sole voting or dispositive power.

The filing notes that after first exceeding 5% beneficial ownership on January 14, 2026, the reporting persons had reduced their holdings to 5% or less by the date of this statement. They also certify that the securities were not acquired and are not held for the purpose of changing or influencing control of Braze, Inc.

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FAQ

How many Braze (BRZE) SEC filings are available on StockTitan?

StockTitan tracks 142 SEC filings for Braze (BRZE), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Braze (BRZE)?

The most recent SEC filing for Braze (BRZE) was filed on February 3, 2026.