Braze, Inc. — Director's Dealing 2021

Nov 23, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Braze, Inc. (BRZE)
CIK: 0001676238
Period of Report: 2021-11-19

Reporting Person: Agrawal Neeraj (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-19	Common Stock	C	277516	—	Acquired	277516	Indirect
2021-11-19	Common Stock	C	5987707	—	Acquired	5987707	Indirect
2021-11-19	Common Stock	C	1582083	—	Acquired	1582083	Indirect
2021-11-19	Common Stock	J	277516	—	Disposed	0	Indirect
2021-11-19	Common Stock	J	5987707	—	Disposed	0	Indirect
2021-11-19	Common Stock	J	1582083	—	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-19	Series A-1 Preferred-NV Stock	$	C	1371	Disposed		Common Stock (1371)	Indirect
2021-11-19	Series A-1 Preferred-NV Stock	$	C	29580	Disposed		Common Stock (29580)	Indirect
2021-11-19	Series A-1 Preferred-NV Stock	$	C	7816	Disposed		Common Stock (7816)	Indirect
2021-11-19	Series A Preferred-NV Stock	$	C	9729	Disposed		Common Stock (9729)	Indirect
2021-11-19	Series A Preferred-NV Stock	$	C	209921	Disposed		Common Stock (209921)	Indirect
2021-11-19	Series A Preferred-NV Stock	$	C	55466	Disposed		Common Stock (55466)	Indirect
2021-11-19	Series B Preferred-NV Stock	$	C	11460	Disposed		Common Stock (11460)	Indirect
2021-11-19	Series B Preferred-NV Stock	$	C	247269	Disposed		Common Stock (247269)	Indirect
2021-11-19	Series B Preferred-NV Stock	$	C	65334	Disposed		Common Stock (65334)	Indirect
2021-11-19	Series C Preferred Stock	$	C	189264	Disposed		Common Stock (189264)	Indirect
2021-11-19	Series C Preferred Stock	$	C	4083488	Disposed		Common Stock (4083488)	Indirect
2021-11-19	Series C Preferred Stock	$	C	1078944	Disposed		Common Stock (1078944)	Indirect
2021-11-19	Series D Preferred Stock	$	C	27640	Disposed		Common Stock (27640)	Indirect
2021-11-19	Series D Preferred Stock	$	C	596400	Disposed		Common Stock (596400)	Indirect
2021-11-19	Series D Preferred Stock	$	C	157584	Disposed		Common Stock (157584)	Indirect
2021-11-19	Series E Preferred Stock	$	C	38052	Disposed		Common Stock (38052)	Indirect
2021-11-19	Series E Preferred Stock	$	C	821049	Disposed		Common Stock (821049)	Indirect
2021-11-19	Series E Preferred Stock	$	C	216939	Disposed		Common Stock (216939)	Indirect
2021-11-19	Class B Common Stock	$	J	277516	Acquired		Class A Common Stock (277516)	Indirect
2021-11-19	Class B Common Stock	$	J	5987707	Acquired		Class A Common Stock (5987707)	Indirect
2021-11-19	Class B Common Stock	$	J	1582083	Acquired		Class A Common Stock (1582083)	Indirect

Footnotes

F1: Each share of Series A-1 Preferred Stock-NV, Series A Preferred Stock-NV, Series B Preferred Stock-NV, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock automatically converted into shares of Common Stock on a 1:1 basis prior to being reclassified into shares of Series B Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering.

F2: The reported securities are owned directly by Battery Investment Partners XI, LLC ("BIP XI"). The sole managing member of BIP XI is Battery Partners XI, LLC("BP XI"). BP XI's investment adviser is Battery Management Corp. ("BMC"). The Reporting Person is a managing member of BP XI and may be deemed to share voting and dispositive power over the securities held by BIP XI. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

F3: The reported securities are owned directly by Battery Ventures XI-A, L.P. ("BV XI-A"). The sole general partner of BV XI-A is BP XI. BP XI's investment adviser is BMC. The Reporting Person is a managing member of BP XI and may be deemed to share voting and dispositive power over the securities held by BV XI-A. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

F4: The reported securities are owned directly by Battery Ventures XI-B, L.P. ("BV XI-B"). The sole general partner of BV XI-B is BP XI. BP XI's investment adviser is BMC. The Reporting Person is a managing member of BP XI and may be deemed to share voting and dispositive power over the securities held by BV XI-B. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

F5: Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.

F6: Each share of Class B Common Stock is convertible into one share of Class A Common Stock (A) at any time at the option of the Reporting Person or (B) automatically upon the occurrence of the following: (1) the transfer of such share of Class B Common Stock, except for certain transfers whereby the Reporting Person continues to hold sole voting and dispositive power with respect to each such share, (2) the death of a Class B common stockholder who is a natural person, (3) the last trading day of the fiscal quarter immediately following the fifth anniversary of the Issuer's initial public offering, (4) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B common stock and (5) the last trading day of the fiscal quarter during which the then outstanding shares of Class B Common Stock first represent less than 10% of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock.