Klaviyo, Inc. SEC Filings

Klaviyo, Inc. (KVYO) Form 144 notice reports a proposed sale of 9,965 shares of common stock through Morgan Stanley Smith Barney LLC with an aggregate market value of $313,199.95. The filing lists 116,897,730 shares outstanding and an approximate sale date of 08/18/2025. The shares were acquired as Restricted Stock Units from the issuer on 08/15/2025 and payment/settlement is shown as 08/15/2025. The form indicates no securities sold in the past three months and contains the standard representation that the selling person does not possess undisclosed material adverse information. Several identifying fields (filer name/CIK and issuer contact details) are not populated in the provided content.

Klaviyo, Inc. (KVYO) insider filed a Form 144 to sell 11,155 Class A shares through Fidelity Brokerage Services on the NYSE with an aggregate market value of $351,717.15. The shares were acquired on 08/15/2025 via restricted stock vesting and the planned approximate sale date is 08/18/2025. The filing shows total Class A shares outstanding of 116,897,730. No other sales in the past three months were reported in this notice. The filer represents they are not aware of undisclosed material adverse information.

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.

Klaviyo, Inc. offers background on its business and details of a secondary offering of up to 6,500,000 shares of Series A common stock (ticker KVYO) by selling stockholders, with an underwriter option for an additional 975,000 shares at $30.01 per share. The prospectus explains the companys product suite, customer scale of over 176,000 businesses as of June 30, 2025, subscription-based revenue tied to active consumer profiles and messaging volume, and the February 2025 launch of Klaviyo B2C CRM. It discloses significant outstanding equity: multiple Series B and Series A shares issuable on option/RPU vesting and shares reserved under incentive plans. The filing discusses lock-up restrictions, Summit Partners planned 500,000-share distribution-in-kind exempt from lock-up, and potential dilution from conversions, exercises, and registered S-8 shares. Extensive legal, tax (including non-U.S. holder rules and FATCA), underwriting, listing, and international offering restrictions are included. The prospectus incorporates numerous SEC filings by reference.

Summit Partners and several affiliated investment vehicles report collective beneficial ownership of Series A Common Stock of Klaviyo, Inc. representing 30,827,778 Series A Shares issuable in respect of Series B Shares held by the Summit Holders and an aggregate stake of 20.87% of the outstanding Series A shares. The filing lists individual holdings by fund: 18,219,907, 11,376,255, 1,123,429, 95,759 and 12,428 Series A Shares (issuable in respect of equivalent Series B Shares) and states the calculation is based on 116,897,730 Series A Shares reported in the issuer's 10-Q, adjusted for the Series B conversion equivalent.

The disclosure shows shared voting and dispositive power over the reported shares through the Summit ownership and management structure and identifies the investment committee members who may be deemed to have authority. The filing does not assert beneficial ownership beyond the reported amounts and references a joint filing agreement and powers of attorney incorporated by reference.