Twilio (NYSE: TWLO) director trust sells 1,500 shares via 10b5-1 plan

Q: Who actually holds the TWLO shares involved in this insider sale?

The shares are held by The Erika Rottenberg Revocable Trust , which conducted the sale. Erika Rottenberg is the reporting person and a Twilio director, but the Form 4 notes that the indirectly owned shares are specifically held through this revocable trust structure.

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Twilio Inc. director Erika Rottenberg reported an open-market sale of Class A Common Stock executed by The Erika Rottenberg Revocable Trust. On 4 May 2026, the trust sold 1,500 shares at a weighted average price of $185.3159 per share under a pre-set Rule 10b5-1 trading plan dated 10 December 2025.

After this transaction, 32,995 Twilio shares remain indirectly held by the trust. The sale was carried out in multiple trades within a price range from $185.235 to $185.49 per share.

Insider Trade Summary 10b5-1

Net Seller: 1,500 shares ($277,974)

Net Sell 1 txn

Insider ROTTENBERG ERIKA

Role null

Sold 1,500 shs ($278K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	1,500	$185.3159	$278K

Holdings After Transaction: Class A Common Stock — 32,995 shares (Indirect, By Trust)

Footnotes (1)

The sales reported were executed under the Reporting Person's 10b5-1 trading plan, dated as of 12/10/2025. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $185.235 to $185.49 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 sold at each separate price within the range set forth in this footnote. Shares are held by The Erika Rottenberg Revocable Trust.

Key Figures

Shares sold: 1,500 shares Weighted average sale price: $185.3159 per share Post-transaction holdings: 32,995 shares +2 more

5 metrics

Shares sold 1,500 shares Class A Common Stock sold on 4 May 2026

Weighted average sale price $185.3159 per share Open-market sale by revocable trust

Post-transaction holdings 32,995 shares Indirectly held by The Erika Rottenberg Revocable Trust after sale

Sale price range $185.235–$185.49 per share Range of individual trades in reported transaction

Trading plan date 10 December 2025 Date of Rule 10b5-1 trading plan governing the sale

Key Terms

10b5-1 trading plan, weighted average price, Revocable Trust, open-market sale

4 terms

10b5-1 trading plan regulatory

"The sales reported were executed under the Reporting Person's 10b5-1 trading plan, dated as of 12/10/2025."

A 10b5-1 trading plan is a pre-arranged strategy that allows company insiders to buy or sell company stock at set times, regardless of their current knowledge about the company's situation. It acts like a scheduled appointment for trading, helping prevent the appearance of impropriety or insider trading. This plan provides a way for insiders to sell or buy shares in a controlled, transparent manner, offering reassurance to investors about fair trading practices.

weighted average price financial

"The reported price in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Revocable Trust financial

"Shares are held by The Erika Rottenberg Revocable Trust."

A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.

open-market sale financial

"transaction_action: open-market sale"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 Insider Transactions: What Each Field Means →

05/06/2026 - 04:21 PM

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^*

ROTTENBERG ERIKA

(Last)

(First)

(Middle)

101 SPEAR STREET, FIFTH FLOOR

(Street)

SAN FRANCISCO

CALIFORNIA

94105

(City)

(State)

(Zip)

UNITED STATES

(Country)

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
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/04/2026		S⁽¹⁾		1,500	D	$185.3159⁽²⁾	32,995	I	By Trust⁽³⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The sales reported were executed under the Reporting Person's 10b5-1 trading plan, dated as of 12/10/2025.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $185.235 to $185.49 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 sold at each separate price within the range set forth in this footnote.

3. Shares are held by The Erika Rottenberg Revocable Trust.

Remarks:

	/s/ Juliana Chen as attorney-in-fact for Reporting Person	05/06/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did TWLO director Erika Rottenberg report?

Director Erika Rottenberg reported that her revocable trust sold 1,500 shares of Twilio Class A Common Stock. The open-market sale occurred on 4 May 2026 at a weighted average price of $185.3159 per share, with multiple trades executed within a narrow price range.

At what price were the 1,500 TWLO shares sold by the trust?

The 1,500 Twilio shares were sold at a weighted average price of $185.3159 per share. Individual trades occurred in a range from $185.235 to $185.49 per share, as disclosed, reflecting small variations around the reported average sale price.

How many TWLO shares does Erika Rottenberg’s trust hold after the sale?

Following the reported transaction, The Erika Rottenberg Revocable Trust holds 32,995 shares of Twilio Class A Common Stock indirectly. This post-transaction holding figure shows that the sale represented only a portion of the trust’s overall Twilio position.

Was the TWLO insider sale made under a Rule 10b5-1 trading plan?

Yes. The filing states the sales were executed under the reporting person’s 10b5-1 trading plan dated 10 December 2025. Such pre-arranged plans schedule trades in advance, making the timing more routine and less indicative of short-term information.

Who actually holds the TWLO shares involved in this insider sale?

The shares are held by The Erika Rottenberg Revocable Trust, which conducted the sale. Erika Rottenberg is the reporting person and a Twilio director, but the Form 4 notes that the indirectly owned shares are specifically held through this revocable trust structure.