0001628280-23-032663.txt : 20230920 0001628280-23-032663.hdr.sgml : 20230920 20230920163517 ACCESSION NUMBER: 0001628280-23-032663 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230920 FILED AS OF DATE: 20230920 DATE AS OF CHANGE: 20230920 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whalen Amanda CENTRAL INDEX KEY: 0001991131 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41806 FILM NUMBER: 231266862 MAIL ADDRESS: STREET 1: KLAVIYO, INC. STREET 2: 125 SUMMER STREET, 6TH FLOOR CITY: BOSTON STATE: MA ZIP: 02110 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_1695242110.xml FORM 3 X0206 3 2023-09-20 0 0001835830 Klaviyo, Inc. KVYO 0001991131 Whalen Amanda C/O KLAVIYO, INC. 125 SUMMER STREET, 6TH FLOOR BOSTON MA 02110 0 1 0 0 Chief Financial Officer Series A Common Stock 200000 D Series B Common Stock Series A Common Stock 742542 D Consists of restricted stock units (RSUs) awarded under the 2023 Stock Incentive Plan, each representing the contingent right to receive one share of Series A Common Stock upon vesting and settlement. The RSUs vest as follows: 32% of the RSUs vest in four equal quarterly installments beginning on November 15, 2023, 27% of the RSUs will vest in four equal quarterly installments beginning on November 15, 2024, 18% of the RSUs will vest in four equal quarterly installments beginning on November 15, 2025, and the remaining 23% of the RSUs will vest in four equal quarterly installments beginning on November 15, 2026, subject to the Reporting Persons continued service on each such vesting date. 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. Amount consists of (a) 120,667 shares of Series B Common Stock and (b) 621,875 unvested RSUs awarded under the 2015 Stock Incentive Plan, each representing the contingent right to receive one share of Series B Common Stock upon vesting and settlement. The RSUs vest as follows: (i) 378,125 RSUs vest in eleven equal quarterly installments through May 15, 2026 and (ii) 81,250 RSUs vest in equal quarterly installments through February 15, 2025, with the remaining 162,500 RSUs vesting in four equal quarterly installments thereafter, subject to the Reporting Person's continued service on each such vesting date. Exhibit 24 Power of Attorney /s/ Landon Edmond, Attorney-in-Fact 2023-09-20 EX-24 2 poa-amandawhalen.htm EX-24 Document

LIMITED POWER OF ATTORNEY
The undersigned hereby constitutes and appoints each of Landon Edmond and Cameron Vermette, signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director, and/or securityholder of Klaviyo, Inc., a Delaware corporation (the “Company”), from time to time the following U.S. Securities and Exchange Commission (“SEC”) forms: (i) Form ID, including any attached documents (such as Update Passphrase Authentication), to effect the assignment of codes to the undersigned to be used in the transmission of information to the SEC using the EDGAR System; (ii) Form 3, Initial Statement of Beneficial Ownership of Securities, including any attached documents; (iii) Form 4, Statement of Changes in Beneficial Ownership of Securities, including any attached documents; (iv) Form 5, Annual Statement of Beneficial Ownership of Securities in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents; (v) Schedules 13D and 13G; and (vi) amendments of each thereof, in accordance with the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents;
(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, Schedule 13D or 13G, or any amendment(s) thereto and timely file such form(s) with the SEC and any securities exchange, national association or similar authority; and
(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
The undersigned hereby grants to each such attorney-in-fact, acting singly, full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 or Regulation 13D-G of the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees to indemnify the attorneys-in-fact and the Company from and against any demand, damage, loss, cost or expense arising from any false or misleading information provided by the undersigned to the attorneys-in-fact.
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file such forms with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney supersedes any prior power of attorney in connection with the undersigned’s capacity as an officer, director and/or securityholder of the Company. This Power of Attorney shall expire as to any individual attorney-in-fact if such attorney-in-fact ceases to be an employee of, or legal counsel to, the Company.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of August 18, 2023.
/s/ Amanda Whalen
Name: Amanda Whalen