[Form 4] Klaviyo, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Summit Partners-affiliated funds reported coordinated transactions in Klaviyo, Inc. (KVYO). On 08/13/2025, the reporting persons acquired 7,000,000 shares of Series B common stock (convertible into Series A) and disposed of 6,500,000 shares of Series A common stock at a price of $30.01 per share. After these transactions the filers report beneficial ownership of 23,827,778 shares of Series B common stock (which are convertible into an equal number of Series A shares) and remaining direct/indirect Series A positions as specified in the footnotes. The filing identifies the reporting entities and explains the ownership and voting structure within the Summit Partners group.

Insights

Securities Analyst

TL;DR: Coordinated conversion-linked acquisition and a large sale of Series A shares; structure maintains indirect economic exposure.

The Form 4 shows Summit Partners entities acquiring 7,000,000 Series B shares (convertible into Series A at holder election) while selling 6,500,000 Series A shares at $30.01 on 08/13/2025. Footnotes disclose the complex chain of manager/GP relationships and that the investment committee members may be deemed to have voting/dispositive authority, although they disclaim direct beneficial ownership beyond pecuniary interest. The transactions reshuffle direct versus indirect holdings but preserve aggregate economic exposure through convertible Series B positions.

Corporate Governance Expert

TL;DR: Multiple affiliated funds acted in concert under Summit’s governance structure; disclosures clarify attribution and authority.

The filing provides detailed attribution: Summit Partners, L.P. manages multiple funds and delegated voting for certain entities, with the investment committee named. Footnotes (2)-(4) transparently describe the managerial and voting arrangements and disclaimers. The signature block shows filings executed by an attorney-in-fact on 08/15/2025, consistent with coordinated reporting by related entities.

SEC Form 4

FORM 4

UNITED 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^*

SUMMIT PARTNERS L P

(Last) (First) (Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Klaviyo, Inc. [ KVYO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Series A Common Stock, par value $0.001 per share	08/13/2025		C		7,000,000	A	(1)	7,000,000	I	See footnote(2)(3)(4)
Series A Common Stock, par value $0.001 per share	08/13/2025		S		6,500,000	D	$30.01	500,000(5)	I	See footnotes(2)(3)(4)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series B Common Stock, par value $0.001 per share	(1)	08/13/2025		C		7,000,000		(1)	(1)	Series A Common Stock, par value $0.001 per share	7,000,000	$0	23,827,778(6)	I	See footnote(2)(3)(4)

1. Name and Address of Reporting Person^*

SUMMIT PARTNERS L P

(Last) (First) (Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Summit Partners Growth Equity Fund IX-A, L.P.

(Last) (First) (Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Summit Partners Growth Equity Fund IX-B, L.P.

(Last) (First) (Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Summit Partners Co-Invest (Kiwi), LP

(Last) (First) (Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SUMMIT INVESTORS GE IX/VC IV, LLC

(Last) (First) (Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

SUMMIT INVESTORS GE IX/VC IV (UK), L.P.

(Last) (First) (Middle)

222 BERKELEY STREET, 18TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

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.

2. 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)").

3. (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.

4. 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.

5. Consists of (i) 307,809 shares of Series A Common Stock held by Fund IX-A and (ii) 192,191 shares of Series A Common Stock held by Fund IX-B, in each case to facilitate charitable giving.

6. Consists of (i) 14,082,751 shares of Series B Common Stock held by Fund IX-A, (ii) 8,793,072 shares of Series B Common Stock held by Fund IX-B, (iii) 868,334 shares of Series B Common Stock held by Kiwi Co-Invest Fund, (iv) 74,015 shares of Series B Common Stock held by Fund IX/VC IV, and (v) 9,606 shares of Series B Common Stock held by Fund IX/VC IV (UK).

	/s/ Adam Hennessey, as attorney-in-fact for Summit Partners, L.P.	08/15/2025
	/s/ Adam Hennessey, as attorney-in-fact for Summit Investors GE IX/VC IV, LLC	08/15/2025
	/s/ Adam Hennessey, as attorney-in-fact for Summit Partners Co-Invest (Kiwi), L.P.	08/15/2025
	/s/ Adam Hennessey, as attorney-in-fact for Summit Partners Growth Equity Fund IX-A, L.P.	08/15/2025
	/s/ Adam Hennessey, as attorney-in-fact for Summit Investors GE IX/VC IV (UK), L.P.	08/15/2025
	/s/ Adam Hennessey, as attorney-in-fact for Summit Partners Growth Equity Fund IX-B, L.P.	08/15/2025
	** Signature of Reporting Person	Date
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.

FAQ

What transactions did Summit Partners report for Klaviyo (KVYO)?

On 08/13/2025 Summit-affiliated entities acquired 7,000,000 Series B shares and sold 6,500,000 Series A shares at $30.01 per share.

How many Series B shares do the filers beneficially own after the filing?

The filing reports beneficial ownership of 23,827,778 shares of Series B common stock across the listed Summit funds.

Are the Series B shares convertible into Series A shares?

Yes. Each Series B share is convertible into one Series A share at the holder’s election and will automatically convert upon specified triggers described in the filing.

Who is disclosed as having voting/investment authority over the holdings?

The investment committee of Summit Partners, L.P. (Peter Y. Chung, Scott C. Collins, Peter L. Rottier) may be deemed to have voting and dispositive authority, per the footnotes.

When was the Form 4 signed and by whom?

The form is signed by Adam Hennessey as attorney-in-fact for the reporting entities, with signatures dated 08/15/2025.