Klaviyo (KVYO) CEO Bialecki sells 167,926 shares in 10b5-1 plan
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Klaviyo, Inc. insider activity: Co-Chief Executive Officer, director and 10% owner Andrew Bialecki converted 167,926 shares of Series B Common Stock into 167,926 shares of Series A Common Stock on 01/20/2026 at an exercise price of $0 per share. That same day, he sold 167,130 Series A shares at a weighted average price of $24.16 and 796 Series A shares at a weighted average price of $23.29, all pursuant to a Rule 10b5-1 trading plan adopted on May 20, 2025.
Following these transactions, Bialecki directly held 69,106,164 shares of Series B Common Stock, each convertible into one share of Series A Common Stock, and no Series A shares directly. Additional Series B holdings are reported as indirectly owned through several 2023 trusts and by his spouse, with stated disclaimers of beneficial ownership except to the extent of any pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 167,926 shares ($4,056,400)
Net Sell
8 txns
Insider
Bialecki Andrew
Role
Co-Chief Executive Officer
Sold
167,926 shs ($4.06M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series B Common Stock | 167,926 | $0.00 | -- |
| Conversion | Series A Common Stock | 167,926 | $0.00 | -- |
| Sale | Series A Common Stock | 167,130 | $24.16 | $4.04M |
| Sale | Series A Common Stock | 796 | $23.29 | $19K |
| holding | Series B Common Stock | -- | -- | -- |
| holding | Series B Common Stock | -- | -- | -- |
| holding | Series B Common Stock | -- | -- | -- |
| holding | Series B Common Stock | -- | -- | -- |
Holdings After Transaction:
Series B Common Stock — 69,106,164 shares (Direct);
Series A Common Stock — 167,926 shares (Direct);
Series B Common Stock — 7,517,410 shares (Indirect, By The Andrew P. Bialecki Grantor Retained Annuity Trust I of 2023)
Footnotes (1)
- These transactions were effected by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2025. 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 the Issuer's Series A Common Stock, par value $0.001 per share ("Series A Common Stock"), 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. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $23.48 to $24.46 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $23.15 to $23.46 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Shares held by the Andrew P. Bialecki Grantor Retained Annuity Trust I of 2023, 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. Shares held by the Elizabeth L. Bialecki Irrevocable GST Trust of 2023, of which the Reporting Person serves as a 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. Shares held by the Andrew P. Bialecki Irrevocable GST Trust of 2023, of which the Reporting Person's spouse serves as a 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.
FAQ
What insider transaction did KVYO Co-CEO Andrew Bialecki report?
On 01/20/2026, Andrew Bialecki converted 167,926 shares of Series B Common Stock into 167,926 shares of Series A Common Stock and then sold all 167,926 Series A shares in open-market transactions.
Was the KVYO insider sale by Andrew Bialecki under a Rule 10b5-1 plan?
Yes. The filing states the transactions were made under a Rule 10b5-1 trading plan adopted by Andrew Bialecki on May 20, 2025.
What is the relationship between Klaviyo Series B and Series A Common Stock?
Each share of Series B Common Stock is convertible at any time into one share of Series A Common Stock and will automatically convert upon certain events described in Klaviyo’s certificate of incorporation; the Series B has no expiration date.