Klaviyo (NYSE: KVYO) unveils $500M share repurchase program

Rhea-AI Filing Summary

Klaviyo, Inc. announced that its board of directors has authorized a share repurchase program allowing the company to buy back up to $500 million of its issued and outstanding Series A common stock. This gives the company flexibility to return capital to stockholders over time.

The company may repurchase shares in the open market, through privately negotiated deals, or using Rule 10b5-1 trading plans, in compliance with applicable securities laws. As part of this program, Klaviyo plans to imminently enter into an accelerated share repurchase for $100 million of Series A common stock. The program has no expiration date, does not require any minimum number of shares to be repurchased, and can be modified, suspended, or discontinued at any time based on factors such as stock price and market conditions.

Insights

Equity Capital Markets Analyst

Klaviyo authorizes a sizeable, open-ended share repurchase program.

Klaviyo has authorized a share repurchase program of up to $500 million in Series A common stock, including an imminent accelerated share repurchase for $100 million. Repurchases can occur via open-market trades, privately negotiated transactions, or Rule 10b5-1 plans.

The program is open-ended, with no expiration date and no obligation to repurchase a specific amount. Activity will depend on stock price, general business conditions, and other factors. This structure provides flexibility but leaves the actual scale and timing of buybacks contingent on future decisions.

The planned accelerated share repurchase concentrates a portion of the program near term, while the remaining authorization can be used over time as conditions warrant. Subsequent company disclosures will clarify how much of the authorization is ultimately deployed and at what pace.

FALSE000183583000018358302026-03-022026-03-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

___________________________________

Date of Report (Date of earliest event reported): March 2, 2026

Klaviyo, Inc.

(Exact name of registrant as specified in its charter)

___________________________________

Delaware (State or other jurisdiction of incorporation or organization)			001-41806 (Commission File Number)			46-0989964 (IRS Employer Identification No.)
125 Summer Street, 6th Floor, Boston, MA						02110
(Address of Principal Executive Offices)						(Zip Code)
(617) 213-1788
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class			Trading Symbol			Name of each exchange on which registered
Series A common stock, par value $0.001 per share			KVYO			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 – Other Events

On March 2, 2026, Klaviyo, Inc. (the “Company”) announced that its board of directors authorized a share repurchase program (the “Share Repurchase Program”), pursuant to which the Company may repurchase up to $500 million in the aggregate of the Company’s issued and outstanding shares of Series A Common Stock. Repurchases under the Share Repurchase Program may be made from time to time in the open market, through privately negotiated transactions or other means, including pursuant to 10b5-1 plans, or any combination of the foregoing, and in compliance with applicable securities laws and other applicable requirements.

As part of the Share Repurchase Program, the Company plans to imminently enter into an accelerated share repurchase for $100 million of shares of its Series A Common Stock.

The timing and number of shares repurchased under the Share Repurchase Program will depend on a variety of factors, including stock price, general business and market conditions and other considerations. The Share Repurchase Program, which has no expiration date, does not obligate the Company to acquire any particular number of shares, and may be modified, suspended or discontinued at any time.

Item 9.01 - Financial Statements and Exhibits

(d) The following exhibits are being filed herewith:

Exhibit No.			Description
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized on this 2nd day of March, 2026.

KLAVIYO, INC.
By:			/s/ Amanda Whalen
Name:			Amanda Whalen
Title:			Chief Financial Officer

FAQ

What share repurchase program did Klaviyo (KVYO) approve?

Klaviyo’s board authorized a share repurchase program for up to $500 million of its issued and outstanding Series A common stock. The company can buy shares over time using various methods, subject to market conditions and legal requirements.

How will Klaviyo (KVYO) execute its $500 million buyback?

Klaviyo may repurchase shares in the open market, through privately negotiated transactions, or via Rule 10b5-1 trading plans. These methods allow purchases at different times and prices, while remaining compliant with applicable securities laws and other regulatory requirements.

What is Klaviyo’s planned $100 million accelerated share repurchase?

As part of the broader program, Klaviyo plans to enter an accelerated share repurchase for $100 million of Series A common stock. This approach front-loads a portion of the repurchases, allowing the company to retire a block of shares more quickly than gradual open-market buying.

Does Klaviyo’s share repurchase program have an expiration date?

The share repurchase program has no expiration date, giving Klaviyo ongoing flexibility. However, the company is not required to repurchase any specific number of shares and may modify, suspend, or discontinue the program at any time, depending on circumstances.

What factors will influence Klaviyo’s (KVYO) actual share repurchases?

The timing and number of shares repurchased will depend on stock price, general business conditions, market conditions, and other considerations. These factors will guide management decisions on when and how aggressively to use the authorized $500 million capacity.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.7 KB