TWILIO INC — Director's Dealing 2016

Jun 28, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TWILIO INC (TWLO)
CIK: 0001447669
Period of Report: 2016-06-28

Reporting Person: UNION SQUARE VENTURES 2008 LP (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-06-28	Common Stock	C	7122508	—	Acquired	7122508	Direct
2016-06-28	Common Stock	C	1607762	—	Acquired	8730270	Direct
2016-06-28	Common Stock	C	1087992	—	Acquired	9818262	Direct
2016-06-28	Common Stock	J	9818262	—	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-06-28	Series A Preferred Stock	$	C	7122508	Disposed		Common Stock (7122508)	Direct
2016-06-28	Series B Preferred Stock	$	C	1607762	Disposed		Common Stock (1607762)	Direct
2016-06-28	Series C Preferred Stock	$	C	1087992	Disposed		Common Stock (1087992)	Direct
2016-06-28	Class B Common Stock	$	J	9818262	Acquired		Class A Common Stock (9818262)	Direct

Footnotes

F1: Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a one-for-one basis, which became effective immediately prior to the closing of the Issuer's initial public offering.

F2: Union Square GP 2008, L.L.C. ("USV GP") is the general partner of Union Square Ventures 2008, LP ("USV 2008"), and, as such, has the power to vote and dispose of the shares held by USV 2008. Fred Wilson, Brad Burnham and Albert Wenger are the managing members of USV GP and, therefore, share voting and investment power with regard to the shares held directly by USV 2008. As a result of their positions as USGP, Wilson, Burnham and Wenger may also share voting and dispostive power of the shares held by USV 2008. Each of USV GP, Burnham, Wilson, and Wenger disclaim beneficial ownership of the shares owned by USV 2008 except to the extent of his or its respective pecuniary interest therein.

F3: Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.

F4: The aggregate number of shares of Issuer's Preferred Stock held by the Reporting Person converted into Common Stock immediately prior to the closing of the Issuer's initial public offering and has no expiration date. These shares converted into Common Stock on a one-for-one basis.

F5: Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.