Summit Partners Reports 4,000,000-Share Sale After Conversion in KVYO
Rhea-AI Filing Summary
Summit Partners entities reported transactions in Klaviyo, Inc. (KVYO). On 09/08/2025 the reporting parties converted 4,000,000 shares of Series B common stock into 4,000,000 shares of Series A common stock and simultaneously sold 4,000,000 shares of Series A common stock at $31.87 per share. Following the reported transactions the reporting group beneficially owns a total of 18,852,778 shares of Series A common stock on an indirect basis through multiple Summit funds and related entities. The filing discloses the ownership structure and the investment committee members who may have voting and dispositive authority.
Positive
- None.
Negative
- Disposition of 4,000,000 Series A shares sold at $31.87 per share on 09/08/2025, representing a material block sale by the reporting group
- Reduction in direct economic interest due to the reported sale, although indirect ownership remains significant
Insights
TL;DR: A large investor converted preferred shares and sold 4,000,000 Series A shares at $31.87, reducing their effective liquid stake while retaining significant indirect ownership.
The conversion of Series B to Series A and concurrent sale indicates liquidity realization by Summit-backed vehicles. The filed total of 18,852,778 Series A shares reflects continued substantial indirect ownership across multiple Summit funds. The transaction price of $31.87 for 4,000,000 shares quantifies the realized proceeds from the disposition. No forward-looking commentary or additional issuer disclosures are included in the Form 4.
TL;DR: Multiple Summit entities disclosed a coordinated conversion and sale; governance notes clarify delegation and disclaimers of beneficial ownership.
The filing carefully explains the chain of control among Summit entities and notes delegation of voting and investment authority. It identifies the investment committee members who may be deemed to have voting/dispositive authority but includes standard disclaimers regarding beneficial ownership. The Form 4 documents a material block transaction by a major shareholder group without additional governance actions disclosed.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series B Common Stock, par value $0.001 per share | 4,000,000 | $0.00 | -- |
| Conversion | Series A Common Stock, par value $0.001 per share | 4,000,000 | $0.00 | -- |
| Sale | Series A Common Stock, par value $0.001 per share | 4,000,000 | $31.87 | $127.48M |
Footnotes (1)
- The Series B common stock, par value $0.001 per share ("Series B Common Stock"), is convertible into an equal number of shares of Series A common stock, par value $0.001 per share ("Series A Common Stock"), at any time, at the holder's election, and has no expiration date. Each share of Series B Common Stock will automatically convert into Series A Common Stock upon the earlier of (i) the date specified by 66-2/3% of the outstanding shares of Series B Common Stock, voting as a single series; (ii) following the seventh anniversary of the closing of Klaviyo, Inc.'s (the "Company") initial public offering; or (iii) any transfer, whether or not for value, except for certain permitted transfers described in the Company's certificate of incorporation. Summit Partners, L.P. is the manager of Summit Partners GE IX, LLC, which is the general partner of Summit Partners GE IX, LP, which is the general partner of Summit Partners Growth Equity Fund IX-A, L.P. ("Fund IX-A") and Summit Partners Growth Equity Fund IX-B, L.P. ("Fund IX-B"). Summit Partners, L.P. is the managing member of Summit Partners Co-Invest Kiwi GP, LLC, which is the general partner of Summit Partners Co-Invest (Kiwi), L.P. ("Kiwi Co-Invest Fund"). Summit Master Company, LLC is the general partner of Summit Partners, L.P., which is the manager of Summit Investors Management, LLC, which is the manager of Summit Investors GE IX/VC IV, LLC ("Fund IX/VC IV") and the general partner of Summit Investors GE IX/VC IV (UK), L.P. ("Fund IX/VC IV (UK)"). (continued from footnote 2) Summit Master Company, LLC, as the managing member of Summit Investors Management, LLC, has delegated voting and investment decisions with respect to the securities held by Fund IX/VC IV and Fund IX/VC IV (UK) to Summit Partners, L.P. The investment committee of Summit Partners, L.P., is currently composed of Peter Y. Chung, Scott C. Collins, and Peter L. Rottier, who may be deemed to have voting and dispositive authority over, and therefore beneficial ownership of, the reported securities. Each of the foregoing entities, Mr. Chung, Mr. Collins, and Mr. Rottier disclaims beneficial ownership of the shares, except to the extent of such person's or entity's pecuniary interest therein and the filing of this statement shall not be deemed an admission that any of the foregoing entities or persons are, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any equity securities covered by this statement. Consists of (i) 11,142,414 shares of Series B Common Stock held by Fund IX-A, (ii) 6,957,168 shares of Series B Common Stock held by Fund IX-B, (iii) 687,035 shares of Series B Common Stock held by Kiwi Co-Invest Fund, (iv) 58,561 shares of Series B Common Stock held by Fund IX/VC IV, and (v) 7,600 shares of Series B Common Stock held by Fund IX/VC IV (UK).
