[Form 4] TWILIO INC Insider Trading Activity

Rhea-AI Filing Summary

Twilio Inc. (TWLO) Chief Financial Officer Form 4 filing reports automatic sales of Class A common stock related to tax withholding on vested restricted stock units (RSUs). On 11/17/2025, the CFO sold 1,514 shares of Class A common stock in three transactions: 704 shares at a weighted average price of $122.6448, 740 shares at a weighted average price of $123.761, and 70 shares at $124.525 per share.

The company notes that these shares were sold to cover minimum statutory tax withholding obligations under Twilio’s equity incentive plans through a mandated “sell-to-cover” arrangement, and are not discretionary sales. Following these transactions, the CFO beneficially owned 128,104 shares of Twilio Class A common stock, a portion of which consists of RSUs, each representing a contingent right to receive one share.

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

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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^*

Viggiano Aidan

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

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	11/17/2025		S		704(1)	D	$122.6448(2)	128,914(3)	D
Class A Common Stock	11/17/2025		S		740(1)	D	$123.761(4)	128,174(3)	D
Class A Common Stock	11/17/2025		S		70(1)	D	$124.525	128,104(3)	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. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of Restricted Stock Units ("RSUs"). This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary sale by the Reporting Person.

2. The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $122.08 to $122.965 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

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

4. The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $123.245 to $124.035 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

Remarks:

	/s/ Juliana Chen as attorney-in-fact for Reporting Person	11/19/2025
	** 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 did Twilio (TWLO) disclose in this Form 4 filing?

The filing shows that Twilio’s Chief Financial Officer reported sales of Class A common stock on 11/17/2025, executed to cover statutory tax withholding obligations arising from the vesting of restricted stock units (RSUs).

How many Twilio (TWLO) shares did the CFO sell and at what prices?

The CFO sold a total of 1,514 shares of Class A common stock in three transactions: 704 shares at a weighted average price of $122.6448, 740 shares at $123.761, and 70 shares at $124.525 per share.

Why were the Twilio (TWLO) shares sold by the CFO?

The filing explains that the 704, 740, and 70 shares were sold to satisfy minimum statutory tax withholding obligations related to RSU vesting. The sales were mandated under Twilio’s equity incentive plans as part of a “sell-to-cover” arrangement and are described as not discretionary by the reporting person.

How many Twilio (TWLO) shares does the CFO hold after these transactions?

After the reported sales, the CFO beneficially owned 128,104 shares of Twilio Class A common stock, held directly. A portion of these holdings consists of RSUs, each representing a contingent right to receive one share of Class A common stock.

What do the weighted average prices in the Twilio (TWLO) Form 4 mean?

The filing notes that the reported prices of $122.6448 and $123.761 are weighted average prices. The individual trades took place in multiple transactions within stated ranges, and the reporting person undertakes to provide full trade-by-trade price details upon request.

What is the role of RSUs in the Twilio (TWLO) CFO’s holdings?

The filing states that a portion of the CFO’s 128,104 beneficially owned shares represents restricted stock units (RSUs), where each RSU gives a contingent right to receive one share of Twilio’s Class A common stock upon vesting.