TWILIO INC — Director's Dealing 2023

Oct 5, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TWILIO INC (TWLO)
CIK: 0001447669
Period of Report: 2023-09-05

Reporting Person: Wagner Dana (Chief Legal Officer, Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-09-05	Class A Common Stock	S	493	$64.51	Disposed	144067	Direct
2023-10-02	Class A Common Stock	S	3849	$57.8459	Disposed	140218	Direct
2023-10-02	Class A Common Stock	S	103	$58.4043	Disposed	140115	Direct

Footnotes

F1: The sale reported was executed under the Reporting Person's 10b5-1 trading plan, dated as of 6/5/2023. The trade details were not included in the Form 4 that was filed on 9/7/2023 due to an administrative error.

F2: 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.

F3: Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of RSUs. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary sale by the Reporting Person.

F4: The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $57.38 to $58.36 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 purchased 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 purchased in multiple transactions at prices ranging from $58.38 to $58.43 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 purchased at each separate price within the range set forth in this footnote.