TWILIO INC — Director's Dealing 2016

Jun 22, 2016

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TWILIO INC (TWLO)
CIK: 0001447669
Period of Report: 2016-06-22

Reporting Person: Raney Scott Campbell (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	128375	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$		Common Stock (37292)		Indirect
Series D Preferred Stock	$		Common Stock (3146774)		Indirect
Series E Preferred Stock	$		Common Stock (44208)		Indirect

Footnotes

F1: 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 will be reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.

F2: As of the date hereof, Omega II LP (as defined in footnote (3) below) and Omega Associates II (as defined in footnote (3) below) own 124,524 shares and 3,851 shares, respectively, of Common Stock.

F3: The Reporting Person is a managing director of Redpoint Omega II LLC, the general partner of Redpoint Omega II LP ("Omega II LP") and is a manager of Redpoint Omega II Associates LLC ("Omega Associates II"). The Reporting Person shares voting and dispositive power with respect to the shares held directly by Omega II LP and Omega Associates II. The Reporting Person disclaims beneficial ownership of the securities held by Omega II LP and Omega Associates II and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities, except to the extent of is pecuniary interest, if any, in the securities by virtue of his interest in Omega II LP and Omega Associates II.

F4: The Series A Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's Initial Public Offering, all shares of Series A Preferred Stock will be converted into shares of Common Stock of the Issuer. As of the date hereof, Omega II LP and Omega Associates II own 36,174 shares and 1,118 shares, respectively, of Series A Preferred Stock.

F5: The Series D Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's Initial Public Offering, all shares of Series D Preferred Stock will be converted into shares of Common Stock of the Issuer. As of the date hereof, Omega II LP and Omega Associates II own 3,052,372 shares and 94,402 shares, respectively, of Series D Preferred Stock.

F6: The Series E Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's Initial Public Offering, all shares of Series E Preferred Stock will be converted into shares of Common Stock of the Issuer. As of the date hereof, Omega II LP and Omega Associates II own 42,882 shares and 1,326 shares, respectively, of Series E Preferred Stock.