Twilio (TWLO) CEO gets 70,100-share RSU grant with 3-year vest

Rhea-AI Filing Summary

Shipchandler Khozema reported acquisition or exercise transactions in this Form 4 filing.

Twilio Inc. Chief Executive Officer Khozema Shipchandler reported an equity compensation award of 70,100 shares of Class A common stock in the form of Restricted Stock Units (RSUs). Each RSU represents the right to receive one share of Class A common stock at no purchase price.

The RSUs vest over three years, with 1/12 vesting on March 31, 2026 and an additional 1/12 vesting each quarter on June 30, September 30, December 31 and March 31 for the following 11 quarters, subject to his continued service. After this grant, he directly holds 263,881 shares, including RSUs.

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^*

Shipchandler Khozema

(Last) (First) (Middle)

101 SPEAR STREET, FIFTH FLOOR

(Street)

SAN FRANCISCO CA 94105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TWILIO INC [ TWLO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2026

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

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

X	Form filed by One Reporting Person
	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
Class A Common Stock	02/21/2026		A		70,100(1)	A	$0	263,881(2)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The shares reported in this transaction represent Restricted Stock Units ("RSUs"). Each RSU represents the contingent right to receive one share of the Issuer's Class A common stock. The RSUs vest as follows: 1/12 of the RSUs vest on March 31, 2026, and 1/12th of the RSUs vest each quarter thereafter on June 30, September 30, December 31 and March 31 for the next 11 quarters, subject to the Reporting Person's continued service to the Issuer through each vesting date.

2. A portion of these shares represent RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock.

Remarks:

	/s/ Juliana Chen as attorney-in-fact for Reporting Person	02/24/2026
	** 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 did Twilio (TWLO) CEO Khozema Shipchandler report in this Form 4?

Twilio CEO Khozema Shipchandler reported receiving 70,100 Restricted Stock Units (RSUs) of Class A common stock as an equity award. Each RSU represents the contingent right to receive one share of Twilio’s Class A common stock at no purchase price.

How many Twilio (TWLO) RSUs did the CEO receive and at what price?

The CEO received 70,100 RSUs of Twilio Class A common stock at a reported price of $0.00 per share. RSUs are a form of equity compensation that convert into shares over time as vesting conditions, typically continued service, are satisfied.

What is the vesting schedule for the 70,100 Twilio (TWLO) RSUs?

The 70,100 RSUs vest over twelve quarterly installments. One-twelfth vests on March 31, 2026, and one-twelfth vests each quarter thereafter on June 30, September 30, December 31 and March 31 for the next eleven quarters, contingent on continued service.

What does each Twilio (TWLO) RSU granted to the CEO represent?

Each RSU granted to the CEO represents a contingent right to receive one share of Twilio’s Class A common stock. The shares are delivered only as the RSUs vest over time, assuming the service-based vesting conditions are met on each scheduled vesting date.

How many Twilio (TWLO) shares does the CEO hold after this RSU grant?

Following this reported transaction, the CEO is shown as directly holding 263,881 shares of Twilio Class A common stock. This figure includes shares underlying RSUs, which will be delivered as they vest according to the specified quarterly vesting schedule.

Are the Twilio (TWLO) CEO’s new RSUs immediately exercisable or fully owned?

The RSUs are not immediately fully owned; they are subject to vesting. One-twelfth vests on March 31, 2026, and additional one-twelfth portions vest each quarter for eleven more quarters, provided the CEO continues to serve Twilio through each vesting date.