0000899243-19-028296.txt : 20191129
0000899243-19-028296.hdr.sgml : 20191129
20191129144536
ACCESSION NUMBER: 0000899243-19-028296
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191126
FILED AS OF DATE: 20191129
DATE AS OF CHANGE: 20191129
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bessemer Venture Partners VIII L.P.
CENTRAL INDEX KEY: 0001508900
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 191260966
BUSINESS ADDRESS:
STREET 1: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
FORMER NAME:
FORMER CONFORMED NAME: 1865B L.P.
DATE OF NAME CHANGE: 20101228
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bessemer Venture Partners VIII Institutional L.P.
CENTRAL INDEX KEY: 0001508902
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 191260967
BUSINESS ADDRESS:
STREET 1: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
FORMER NAME:
FORMER CONFORMED NAME: 1865G L.P.
DATE OF NAME CHANGE: 20101228
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deer VIII & Co. L.P.
CENTRAL INDEX KEY: 0001559306
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 191260968
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deer VIII & Co. Ltd.
CENTRAL INDEX KEY: 0001559311
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 191260969
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TWILIO INC
CENTRAL INDEX KEY: 0001447669
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 375 BEALE ST
STREET 2: SUITE 300
CITY: San Francisco
STATE: CA
ZIP: 94105
BUSINESS PHONE: 650-270-2199
MAIL ADDRESS:
STREET 1: 375 BEALE ST
STREET 2: SUITE 300
CITY: San Francisco
STATE: CA
ZIP: 94105
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-11-26
0
0001447669
TWILIO INC
TWLO
0001508900
Bessemer Venture Partners VIII L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
1
0
0
0
0001508902
Bessemer Venture Partners VIII Institutional L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVENUE, SUITE 104
LARCHMONT
NY
10538
1
0
0
0
0001559306
Deer VIII & Co. L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVENUE, SUITE 104
LARCHMONT
NY
10538
1
0
0
0
0001559311
Deer VIII & Co. Ltd.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVENUE, SUITE 104
LARCHMONT
NY
10538
1
0
0
0
Class A Common Stock
2019-11-26
4
J
0
381231
0.00
D
3696
I
See footnotes
Class A Common Stock
2019-11-26
4
S
0
3696
103.11
D
0
I
See footnotes
On November 26, 2019, Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst") and Bessemer Venture Partners VIII L.P. ("BVP VIII", and together with BVP VIII Inst, the "BVP VIII Funds") distributed, for no consideration, 208,152, and 173,079 shares (collectively, the "Shares"), respectively, of Class A Common Stock to their limited partners and to Deer VIII & Co. L.P. ("Deer VIII L.P."), representing each such partner's pro rata interest in such Shares. On the same date, one or more of such limited partner(s) distributed, for no consideration, the Shares to certain of its or their members in an amount equal to each such member's or members' respective pro rata interests in the Shares. Finally, on the same date, Deer VIII L.P. distributed, for no consideration, the Shares it received from the distributions to its partners in an amount equal to each such partner's pro rata interest in the Shares.
(continued from footnote 1) All of the aforementioned distributions were made in accordance with the exemption afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.
After the distribution, 1,678 shares of Class A Common Stock were held by BVP VIII, and 2,018 shares of Class A Common Stock were held by BVP VIII Inst.
Deer VIII & Co. Ltd. ("Deer VIII Ltd.") is the general partner of Deer VIII L.P. and (Deer VIII L.P., Deer VIII Ltd. and the BVP VIII Funds are collectively referred to as the "BVP VIII Entities"), which is the general partner of the BVP VIII Funds. Deer VIII Ltd. and Deer VIII L.P. disclaim beneficial ownership of the securities held by the BVP VIII Funds, and this report shall not be deemed an admission that Deer VIII Ltd. and Deer VIII L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in the BVP VIII Funds.
Byron Deeter is a director of Twilio and is a director of Deer VIII Ltd. Mr. Deeter also is a director of Deer VII & Co. Ltd. ("Deer VII Ltd."), which is the general partner of Deer VII & Co. L.P. ("Deer VII L.P."), which is the general partner of Bessemer Venture Partners VII Institutional L.P. ("BVP VII Inst"), BVP VII Special Opportunity Fund L.P. ("BVP VII SOF") and Bessemer Venture Partners VII L.P. ("BVP VII" and together with BVP VII Inst, BVP VII SOF and 15 Angels LLC, a wholly-owned subsidiary of BVP VII, collectively, the "BVP VII Funds" and, together with Deer VII Ltd. and Deer VII L.P., the "BVP VII Entities"). Mr. Deeter serves as a representative of the BVP VII Entities and the BVP VIII Entities on the Board of Directors of Twilio.
On November 26, 2019 BVP VIII and BVP VIII Inst sold 1,678 and 2,018 shares, respectively of Class A Common Stock of Twilio (the "Sold Shares"). The Sold Shares were sold in multiple executions at a price per share ranging from $103.05 to $103.18, with an average execution price per share of $103.11. Each of the BVP VIII Funds hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding such individual executions.
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII L.P.
2019-11-29
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd
2019-11-29
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P.
2019-11-29
/s/ Scott Ring, General Counsel, Deer VIII & Co. Ltd., the General Partner of Deer VIII & Co. L.P., the General Partner of Bessemer Venture Partners VIII Institutional L.P.
2019-11-29