Braze, Inc. — Director's Dealing 2023

Aug 18, 2023

SEC Form 4/A — Form 4/A

Issuer: Braze, Inc. (BRZE)
CIK: 0001676238
Period of Report: 2022-04-05

Reporting Person: Winkles Isabelle (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-04-05	Class A Common Stock	C	136321	—	Acquired	156812	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-04-05	Stock Option (Right to Buy)	$4.88	M	136321	Disposed	2030-02-03	Class B Common Stock (136321)	Direct
2022-04-05	Class B Common Stock	$	M	136321	Acquired		Class A Common Stock (136321)	Direct
2022-04-05	Class B Common Stock	$	C	136321	Disposed		Class A Common Stock (136321)	Direct

Footnotes

F1: On April 6, 2022, the Reporting Person filed a Form 4 that inadvertently reported that on April 5, 2022 (i) 93,000 shares of Class B Common Stock were acquired upon exercise of an option, and (ii) 93,000 shares of Class B Common Stock were converted to Class A Common Stock. In fact, as reported in this amendment, on that date, (i) 136,321 shares of Class B Common Stock were acquired upon exercise of an option, and (ii) 136,321 shares of Class B Common Stock were converted to Class A Common Stock.

F2: 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.

F3: One fourth (1/4th) of the shares subject to the option award vested on January 31, 2021, and one thirty-sixth(1/36th) of the remaining shares subject to the option award vested or shall vest on the last day of each month thereafter, subject to the Reporting Person's continuous service through such vesting date.