TWILIO INC — Director's Dealing 2021

Jan 22, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TWILIO INC (TWLO)
CIK: 0001447669
Period of Report: 2021-01-19

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-19	Class A Common Stock	C	49500	—	Acquired	120589	Indirect
2021-01-19	Class A Common Stock	S	4100	$380.8466	Disposed	116489	Indirect
2021-01-19	Class A Common Stock	S	6900	$381.7722	Disposed	109589	Indirect
2021-01-19	Class A Common Stock	S	8731	$382.7065	Disposed	100858	Indirect
2021-01-19	Class A Common Stock	S	3006	$383.5723	Disposed	97852	Indirect
2021-01-19	Class A Common Stock	S	4846	$384.9176	Disposed	93006	Indirect
2021-01-19	Class A Common Stock	S	10252	$385.7272	Disposed	82754	Indirect
2021-01-19	Class A Common Stock	S	7710	$386.7989	Disposed	75044	Indirect
2021-01-19	Class A Common Stock	S	3755	$388.4678	Disposed	71289	Indirect
2021-01-19	Class A Common Stock	S	200	$390	Disposed	71089	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-01-19	Class B Common Stock	$	C	49500	Disposed		Class A Common Stock (49500.0)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	126670	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (1033205.0)	1033205	Indirect

Footnotes

F1: Erica Freeman Lawson and Jeffrey Gordon Lawson Trustees of the Lawson Revocable Trust dated 10/2/11.

F2: The sales reported were executed under the Reporting Person's 10b5-1 trading plan, dated as of 6/3/2020.

F3: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $380.18 to $381.11 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.

F4: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $381.18 to $382.175 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.

F5: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $382.20 to $383.19 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.

F6: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $383.20 to $384.12 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.

F7: The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $384.255 to $385.245 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 $385.26 to $386.19 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 $386.30 to $387.28 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 $387.70 to $388.65 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: A portion of these shares represent Restricted Stock Units ("RSUs"). Each RSU represents a contingent right to receive one share of Issuer's Class A common stock.

F12: 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.

F13: JP Morgan Trust Company of Delaware Trustee U/A 12/29/14 Lawson 2014 Irrevocable Trust.