0001628280-23-032690.txt : 20230920
0001628280-23-032690.hdr.sgml : 20230920
20230920165726
ACCESSION NUMBER: 0001628280-23-032690
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230920
FILED AS OF DATE: 20230920
DATE AS OF CHANGE: 20230920
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: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41806
FILM NUMBER: 231267049
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: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41806
FILM NUMBER: 231267050
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
3
1
wk-form3_1695243433.xml
FORM 3
X0206
3
2023-09-20
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 FLOOR
OTTAWA
A6
K2P 2LB
ONTARIO, CANADA
0
0
1
0
Series B Common Stock
Series A Common Stock
9249114
D
Warrants to Purchase Series B Common Stock (Right to Buy)
0.01
2032-07-28
Series B Common Stock
9445906
D
Investment Option (Right to Buy)
88.9274
2022-07-28
2030-07-28
Series B Common Stock
15743174
D
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.
Securities held directly by Shopify Strategic Holdings 3 LLC ("Shopify Strategic"), 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.
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 shall vest immediately prior to the completion of the IPO.
SHOPIFY STRATEGIC HOLDINGS 3 LLC, By: /s/ Jason Kilpela
2023-09-20
SHOPIFY INC., By: /s/ Michael L. Johnson
2023-09-20