STOCK TITAN

Klaviyo (KVYO) director Oulman awarded 14,822 RSUs and converts 8,169 shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Klaviyo, Inc. director Roxanne Oulman reported equity awards and a share conversion. She received 14,822 restricted stock units (RSUs) of Series A Common Stock, which vest in full on the earlier of June 9, 2027 or the company’s next annual shareholder meeting, subject to continued board service.

She also converted 8,169 shares of Series B Common Stock into 8,169 shares of Series A Common Stock. After these transactions, she holds 37,343 Series A shares directly, consisting of 22,521 shares and 14,822 unvested RSUs, plus 46,666 Series B shares held indirectly through the Roxanne Oulman 2025 GRAT, where she serves as trustee and disclaims beneficial ownership beyond any pecuniary interest.

Positive

  • None.

Negative

  • None.

Insights

Routine director equity awards and internal share conversion, no open-market trading.

Klaviyo granted director Roxanne Oulman 14,822 RSUs of Series A Common Stock as board compensation, vesting by June 9, 2027 or the next annual meeting. She also converted 8,169 Series B shares into the same number of Series A shares at a stated price of $0.0000 per share.

The filing shows 37,343 Series A shares held directly after these events and 46,666 Series B shares held indirectly through the 2025 GRAT. These are compensation and capital-structure housekeeping moves, with no open-market buys or sells disclosed and no cash proceeds detailed.

Insider Oulman Roxanne
Role null
Type Security Shares Price Value
Conversion Series B Common Stock 8,169 $0.00 --
Conversion Series A Common Stock 8,169 $0.00 --
Grant/Award Series A Common Stock 14,822 $0.00 --
holding Series B Common Stock -- -- --
Holdings After Transaction: Series B Common Stock — 15,165 shares (Direct, null); Series A Common Stock — 37,343 shares (Direct, null); Series B Common Stock — 46,666 shares (Indirect, By Roxanne Oulman 2025 GRAT)
Footnotes (1)
  1. Represents restricted stock units ("RSUs") awarded under the Issuer's 2023 Stock Option and Incentive Plan (the "Plan"), each representing the contingent right to receive one share of the Issuer's Series A Common Stock, par value $0.001 per share ("Series A Common Stock"), upon vesting and settlement. The RSUs vest in full upon the earlier of (i) June 9, 2027 or (ii) the date of the Issuer's next annual meeting of stockholders, in each case subject to the Reporting Person's continued service as a member of the Issuer's board of directors through such vesting date. Each share of the Issuer's Series B Common Stock, par value $0.001 per share ("Series B Common Stock"), is convertible at any time at the option of the holder into one share of Series A Common Stock of the Issuer, and will automatically convert into one share of Series A Common Stock upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation. The Series B Common Stock has no expiration date. Consists of (i) 22,521 shares of Series A Common Stock and (ii) 14,822 unvested RSUs awarded under the Plan, each representing the contingent right to receive one share of Series A Common Stock upon vesting and settlement. Reflects 46,666 shares of Series B Common Stock previously transferred from the Reporting Person to Roxanne Oulman 2025 GRAT. Shares held by Roxanne Oulman 2025 GRAT, of which the Reporting Person serves as trustee. The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
RSU award 14,822 RSUs Series A Common Stock award vesting by June 9, 2027 or next annual meeting
Share conversion 8,169 shares Series B Common Stock converted into Series A Common Stock
Direct Series A position 37,343 positions 22,521 shares plus 14,822 unvested RSUs after transactions
Indirect Series B holding 46,666 shares Held by Roxanne Oulman 2025 GRAT
Exercise price $0.0000 per share Stated for Series B conversion into Series A
restricted stock units ("RSUs") financial
"Represents restricted stock units ("RSUs") awarded under the Issuer's 2023 Stock Option and Incentive Plan"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
2023 Stock Option and Incentive Plan financial
"RSUs awarded under the Issuer's 2023 Stock Option and Incentive Plan (the "Plan")"
Series B Common Stock financial
"Each share of the Issuer's Series B Common Stock is convertible at any time"
Grantor Retained Annuity Trust financial
"Shares held by Roxanne Oulman 2025 GRAT, of which the Reporting Person serves as trustee"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
Section 16 beneficial ownership financial
"The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of pecuniary interest"
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SEC Form 4
FORM 4UNITED 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*
Oulman Roxanne

(Last)(First)(Middle)
C/O KLAVIYO, INC.
125 SUMMER STREET, 6TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02110

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Klaviyo, Inc. [ KVYO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Series A Common Stock06/09/2026A14,822(1)A$029,174D
Series A Common Stock06/11/2026C8,169A(2)37,343(3)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Series B Common Stock(2)06/11/2026C8,169 (2) (2)Series A Common Stock8,169$015,165D
Series B Common Stock(2) (2) (2)Series A Common Stock46,66646,666(4)IBy Roxanne Oulman 2025 GRAT(5)
Explanation of Responses:
1. Represents restricted stock units ("RSUs") awarded under the Issuer's 2023 Stock Option and Incentive Plan (the "Plan"), each representing the contingent right to receive one share of the Issuer's Series A Common Stock, par value $0.001 per share ("Series A Common Stock"), upon vesting and settlement. The RSUs vest in full upon the earlier of (i) June 9, 2027 or (ii) the date of the Issuer's next annual meeting of stockholders, in each case subject to the Reporting Person's continued service as a member of the Issuer's board of directors through such vesting date.
2. Each share of the Issuer's Series B Common Stock, par value $0.001 per share ("Series B Common Stock"), is convertible at any time at the option of the holder into one share of Series A Common Stock of the Issuer, and will automatically convert into one share of Series A Common Stock upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation. The Series B Common Stock has no expiration date.
3. Consists of (i) 22,521 shares of Series A Common Stock and (ii) 14,822 unvested RSUs awarded under the Plan, each representing the contingent right to receive one share of Series A Common Stock upon vesting and settlement.
4. Reflects 46,666 shares of Series B Common Stock previously transferred from the Reporting Person to Roxanne Oulman 2025 GRAT.
5. Shares held by Roxanne Oulman 2025 GRAT, of which the Reporting Person serves as trustee. The Reporting Person disclaims Section 16 beneficial ownership of such shares except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed to be an admission that he has beneficial ownership of such shares for Section 16 or any other purpose.
Remarks:
/s/ Landon Edmond, Attorney-in-Fact06/11/2026
** Signature of Reporting PersonDate
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 equity award did Klaviyo (KVYO) director Roxanne Oulman receive?

Roxanne Oulman received 14,822 restricted stock units of Klaviyo Series A Common Stock. These RSUs vest in full on June 9, 2027 or at the next annual shareholder meeting, provided she continues serving on the board through the vesting date.

How many Klaviyo (KVYO) shares does Roxanne Oulman hold directly after this Form 4?

After the reported transactions, Roxanne Oulman directly holds 37,343 Series A positions, consisting of 22,521 shares of Series A Common Stock and 14,822 unvested RSUs. These holdings reflect her post-award and post-conversion position as disclosed in the Form 4.

What share conversion did Roxanne Oulman report in Klaviyo (KVYO) stock?

She converted 8,169 shares of Klaviyo Series B Common Stock into 8,169 shares of Series A Common Stock. The filing notes Series B is convertible into Series A on a one-for-one basis and has no expiration date under the company’s charter provisions.

What indirect Klaviyo (KVYO) holdings are reported through the 2025 GRAT?

The Form 4 reports 46,666 shares of Klaviyo Series B Common Stock held by the Roxanne Oulman 2025 GRAT. She serves as trustee and disclaims Section 16 beneficial ownership of those shares except for any pecuniary interest she may have in the trust.

Were there any open-market buys or sells of Klaviyo (KVYO) shares in this Form 4?

No open-market purchases or sales are reported. The Form 4 reflects an RSU award of 14,822 Series A units and a conversion of 8,169 Series B shares into Series A shares, all at a stated price of zero, plus a reported indirect trust holding.