Braze, Inc. — Director's Dealing 2022

Mar 11, 2022

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Braze, Inc. (BRZE)
CIK: 0001676238
Period of Report: 2021-11-16

Reporting Person: Meritech Capital Associates V L.L.C. (10% Owner)
Reporting Person: Meritech Capital Affiliates VI L.P. (10% Owner)
Reporting Person: Meritech Capital Associates VI L.L.C. (10% Owner)
Reporting Person: Meritech Capital Entrepreneurs VI L.P. (10% Owner)
Reporting Person: Meritech Capital Partners V L.P. (10% Owner)
Reporting Person: Meritech Capital Affiliates V L.P. (10% Owner)
Reporting Person: Meritech Capital Partners V Sidecar L.P. (10% Owner)
Reporting Person: Meritech Capital Partners VI L.P. (10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A-1 Preferred-NV Stock	$		Common Stock (73215)		Indirect
Series A-1 Preferred-NV Stock	$		Common Stock (1957)		Indirect
Series A-1 Preferred-NV Stock	$		Common Stock (990)		Indirect
Series A-1 Preferred Stock	$		Common Stock (332568)		Indirect
Series A-1 Preferred Stock	$		Common Stock (9688)		Indirect
Series A Preferred Stock	$		Common Stock (1058056)		Indirect
Series A Preferred Stock	$		Common Stock (30816)		Indirect
Series A Preferred-NV Stock	$		Common Stock (519587)		Indirect
Series A Preferred-NV Stock	$		Common Stock (13891)		Indirect
Series A Preferred-NV Stock	$		Common Stock (7027)		Indirect
Series C Preferred Stock	$		Common Stock (46176)		Indirect
Series C Preferred Stock	$		Common Stock (1344)		Indirect
Series E Preferred Stock	$		Common Stock (1797428)		Indirect
Series E Preferred Stock	$		Common Stock (770326)		Indirect
Series E Preferred Stock	$		Common Stock (74784)		Indirect

Footnotes

F1: Each share of Series A-1 Preferred Stock-NV, Series A-1 Preferred Stock, Series A Preferred Stock, Series A Preferred Stock-NV, Series C Preferred Stock and Series E Preferred Stock will automatically convert into shares of Class B Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering and have no expiration date.

F2: Each share of Common Stock shall be reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering.

F3: Shares are held by Meritech Capital Partners VI L.P. ("MCP VI"). Meritech Capital Associates VI L.L.C. ("GP VI"), the general partner of MCP VI, has sole voting and dispositive power with respect to the shares held by MCP VI. Paul S. Madera ("Madera"), Robert D. Ward ("Ward"), George H. Bischof ("Bischof"), Craig Sherman ("Sherman"), Max Motschwiller ("Motschwiller"), Alexander Kurland ("Kurland") and Alex Clayton ("Clayton"), the managing members of GP VI, share voting and dispositive power with respect to the shares held by MCP VI. Such persons and entities disclaim the existence of a "group" and disclaim beneficial ownership of the securities held by MCP VI (and this report shall not be deemed an admission that any such person or entity is the beneficial owner of such securities) except to the extent of any pecuniary interest therein.

F4: Shares are held by Meritech Capital Affiliates VI L.P. ("MCA VI"). GP VI, the general partner of MCA VI, has sole voting and dispositive power with respect to the shares held by MCA VI. Madera, Ward, Bischof, Sherman, Motschwiller, Kurland and Clayton, the managing members of GP VI, share voting and dispositive power with respect to the shares held by MCA VI. Such persons and entities disclaim the existence of a "group" and disclaim beneficial ownership of the securities held by MCA VI (and this report shall not be deemed an admission that any such person or entity is the beneficial owner of such securities) except to the extent of any pecuniary interest therein.

F5: Shares are held by Meritech Capital Entrepreneurs VI L.P. ("MCE VI"). GP VI, the general partner of MCE VI, has sole voting and dispositive power with respect to the shares held by MCE VI. Madera, Ward, Bischof, Sherman, Motschwiller, Kurland and Clayton, the managing members of GP VI, share voting and dispositive power with respect to the shares held by MCE VI. Such persons and entities disclaim the existence of a "group" and disclaim beneficial ownership of the securities held by MCE VI (and this report shall not be deemed an admission that any such person or entity is the beneficial owner of such securities) except to the extent of any pecuniary interest therein.

F6: Shares are held by Meritech Capital Partners V L.P. ("MCP V"). Meritech Capital Associates V L.L.C. ("GP V"), the general partner of MCP V, has sole voting and dispositive power with respect to the shares held by MCP V. Madera, Ward, Bischof, Sherman, Motschwiller, Kurland and Clayton are the managing members of GP V or otherwise share voting and dispositive power with respect to the shares held by MCP V. Such persons and entities disclaim the existence of a "group" and disclaim beneficial ownership of the securities held by MCP V (and this report shall not be deemed an admission that any such person or entity is the beneficial owner of such securities) except to the extent of any pecuniary interest therein.

F7: Shares are held by Meritech Capital Affiliates V L.P. ("MCA V"). GP V, the general partner of MCA V, has sole voting and dispositive power with respect to the shares held by MCA V. Madera, Ward, Bischof, Sherman, Motschwiller, Kurland and Clayton are the managing members of GP V or otherwise share voting and dispositive power with respect to the shares held by MCA V. Such persons and entities disclaim the existence of a "group" and disclaim beneficial ownership of the securities held by MCA V (and this report shall not be deemed an admission that any such person or entity is the beneficial owner of such securities) except to the extent of any pecuniary interest therein.

F8: Shares are held by Meritech Capital Partners V Sidecar L.P. ("MCS V"). GP V, the general partner of MCS V, has sole voting and dispositive power with respect to the shares held by MCS V. Madera, Ward, Bischof, Sherman, Motschwiller, Kurland and Clayton are the managing members of GP V or otherwise share voting and dispositive power with respect to the shares held by MCS V. Such persons and entities disclaim the existence of a "group" and disclaim beneficial ownership of the securities held by MCS V (and this report shall not be deemed an admission that any such person or entity is the beneficial owner of such securities) except to the extent of any pecuniary interest therein.