0001209191-23-054165.txt : 20231102 0001209191-23-054165.hdr.sgml : 20231102 20231102164649 ACCESSION NUMBER: 0001209191-23-054165 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231031 FILED AS OF DATE: 20231102 DATE AS OF CHANGE: 20231102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHOPIFY INC. CENTRAL INDEX KEY: 0001594805 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] STATE OF INCORPORATION: Z4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41806 FILM NUMBER: 231373219 BUSINESS ADDRESS: STREET 1: 151 O'CONNOR STREET STREET 2: GROUND FLOOR CITY: OTTAWA STATE: A6 ZIP: K2P 2L8 BUSINESS PHONE: 613-241-2828 MAIL ADDRESS: STREET 1: 151 O'CONNOR STREET STREET 2: GROUND FLOOR CITY: OTTAWA STATE: A6 ZIP: K2P 2L8 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shopify Strategic Holdings 3 LLC CENTRAL INDEX KEY: 0001993562 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41806 FILM NUMBER: 231373220 BUSINESS ADDRESS: STREET 1: 151 O'CONNOR STREET, GROUND FLOOR CITY: OTTAWA STATE: A6 ZIP: K2P 2L8 BUSINESS PHONE: 613 241 2828 MAIL ADDRESS: STREET 1: 151 O'CONNOR STREET, GROUND FLOOR CITY: OTTAWA STATE: A6 ZIP: K2P 2L8 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Klaviyo, Inc. CENTRAL INDEX KEY: 0001835830 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 125 SUMMER STREET, FLOOR 6 CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 800-338-1744 MAIL ADDRESS: STREET 1: 125 SUMMER STREET, FLOOR 6 CITY: BOSTON STATE: MA ZIP: 02110 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-10-31 0 0001835830 Klaviyo, Inc. KVYO 0001993562 Shopify Strategic Holdings 3 LLC 251 LITTLE FALLS DRIVE WILMINGTON DE 19808 0 0 1 0 0001594805 SHOPIFY INC. 151 O'CONNOR STREET GROUND FLOUR OTTAWA A6 K2P 2LB ONTARIO, CANADA 0 0 1 0 0 Warrants to Purchase Series B Common Stock (Right to Buy) 0.01 2023-10-31 4 X 0 344382 0.00 D 2032-07-28 Series B Common Stock 344382 5165731 D Series B Common Stock 2023-10-31 4 X 0 344382 0.01 A Series A Common Stock 344382 13529289 D 25% of the shares subject to the warrants vested on July 28, 2022, and the remaining shares vest quarterly in equal amounts through July 28, 2027. Notwithstanding the foregoing, in connection with the Issuer's initial public offering ("IPO"), 25% of the total number of shares subject to the warrants vested immediately prior to the completion of the IPO. Reflects securities held directly by Shopify Strategic Holdings 3 LLC, a wholly-owned subsidiary of Shopify Inc. ("Shopify"). Shopify is an indirect beneficial owner and disclaims beneficial ownership except to the extent of its pecuniary interest therein. Each share of Series B Common Stock is convertible at any time at the option of the holder into one share of Series A Common Stock of the Issuer, and will automatically convert into Series A Common Stock upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation. The Series B Common Stock has no expiration date. SHOPIFY STRATEGIC HOLDINGS 3 LLC, By: /s/ Jason Kilpela, Director 2023-11-02 SHOPIFY INC., By: /s/ Michael L. Johnson, Corporate Secretary 2023-11-02