TWILIO INC — Director's Dealing 2021

Nov 18, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TWILIO INC (TWLO)
CIK: 0001447669
Period of Report: 2021-11-15

Reporting Person: Lawson Jeff (Director, Chief Executive Officer, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-15	Class A Common Stock	F	3155	—	Disposed	104964	Direct
2021-11-15	Class A Common Stock	G	3207	—	Disposed	101757	Direct
2021-11-15	Class A Common Stock	G	3207	—	Acquired	50298	Indirect
2021-11-15	Class A Common Stock	C	12500	—	Acquired	62798	Indirect
2021-11-15	Class A Common Stock	S	2337	$303.2171	Disposed	60461	Indirect
2021-11-15	Class A Common Stock	S	6001	$304.3967	Disposed	54460	Indirect
2021-11-15	Class A Common Stock	S	960	$305.4251	Disposed	53500	Indirect
2021-11-15	Class A Common Stock	S	2258	$306.1675	Disposed	51242	Indirect
2021-11-15	Class A Common Stock	S	944	$307.4685	Disposed	50298	Indirect
2021-11-15	Class A Common Stock	C	1500	—	Acquired	1500	Indirect
2021-11-15	Class A Common Stock	S	1500	$304.56	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-15	Class B Common Stock	$	C	1500	Disposed		Class A Common Stock (1500.0)	Indirect
2021-11-15	Class B Common Stock	$	C	12500	Disposed		Class A Common Stock (12500.0)	Indirect

Footnotes

F1: Represents shares of Class A common stock that were withheld by the Issuer to satisfy tax withholding obligations of the Reporting Person in connection with the vesting of Restricted Stock Units ("RSUs").

F2: A portion of these shares represent RSUs. Each RSU represents a contingent right to receive one share of Issuer's Class A common stock.

F3: Represents shares that were contributed by the Reporting Person to the Reporting Person's trust.

F4: Represents the shares received by the Reporting Person's trust.

F5: Erica Freeman Lawson and Jeffrey Gordon Lawson Trustees of the Lawson Revocable Trust dated 10/2/11.

F6: The sales reported were executed under the Reporting Person's 10b5-1 trading plan, dated as of 6/7/2021.

F7: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $302.6200 to $303.6100 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F8: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $303.7250 to $304.7000 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F9: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $304.7750 to $305.7550 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F10: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $305.9150 to $306.5150 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F11: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $307.0350 to $307.9650 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F12: JP Morgan Trust Company of Delaware Trustee U/A 12/29/14 Lawson 2014 Irrevocable Trust.

F13: 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.