SCHEDULE: ICONIQ Funds Divest Significant Braze Stakes

Several ICONIQ Strategic Partners funds have fully divested their holdings in Braze, Inc., while others maintain reduced beneficial ownership.

Summary

• This is an Amendment No. 5 to a Schedule 13G filing for Braze, Inc. Class A Common Stock.
• The filing reports changes in beneficial ownership by various ICONIQ Strategic Partners entities and associated individuals.
• ICONIQ Strategic Partners III, L.P., ICONIQ Strategic Partners III-B, L.P., ICONIQ Strategic Partners V, L.P., and ICONIQ Strategic Partners V-B, L.P., along with their respective general partners, now report 0.0% beneficial ownership, indicating a full divestment of their holdings.
• ICONIQ Strategic Partners VI, L.P. holds 628,880 shares, representing 0.7% of the outstanding Class A Common Stock.
• ICONIQ Strategic Partners VI-B, L.P. holds 926,682 shares, representing 1.0% of the outstanding Class A Common Stock.
• ICONIQ Strategic Partners VI GP, L.P. and ICONIQ Strategic Partners VI TT GP, Ltd. each beneficially own 1,555,562 shares, representing 1.7% of the outstanding Class A Common Stock, which includes the combined holdings of ICONIQ Strategic Partners VI, L.P. and ICONIQ Strategic Partners VI-B, L.P.
• Divesh Makan beneficially owns 2,640,518 shares, representing 2.9% of the outstanding Class A Common Stock, including shares held through family trusts and those held by ICONIQ VI funds.
• William J.G. Griffith beneficially owns 2,641,106 shares, representing 2.9% of the outstanding Class A Common Stock, including shares held through family trusts and those held by ICONIQ VI funds.
• Matthew Jacobson beneficially owns 2,103,466 shares, representing 2.3% of the outstanding Class A Common Stock, including shares held through a trust and those held by ICONIQ VI funds.
• The percentage of class is calculated based on 92,589,236 shares of Class A Common Stock outstanding as of May 29, 2025.
• All reporting persons now hold 5 percent or less of the class, as indicated in Item 5 of the filing.

Sentiment

Score: 3

Explanation: The filing indicates a substantial reduction in beneficial ownership by several ICONIQ Strategic Partners funds, with some completely divesting their positions. This suggests a potential loss of confidence or a strategic shift by a notable institutional investor group, which is generally a negative signal for the company's stock.

Negatives

• Several ICONIQ Strategic Partners funds (ICONIQ III and ICONIQ V series) have fully divested their beneficial ownership in Braze, Inc.
• The overall beneficial ownership by the ICONIQ group has significantly reduced, with remaining holdings by ICONIQ VI funds and associated individuals now below the 5% threshold for a 13D filing.

Risks

• Potential negative market perception due to a significant institutional investor group reducing or exiting its position.
• Reduced institutional support for Braze, Inc. stock.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders: May experience negative sentiment and potential downward pressure on stock price due to the divestment by institutional investors.
• Company Management: Could face questions regarding the reasons for the institutional divestment and its implications for future capital attraction.

Key Dates

Recommendation

The complete divestment by several ICONIQ Strategic Partners funds (ICONIQ III and V series) signals a significant loss of institutional conviction in Braze, Inc. While other ICONIQ entities retain a smaller stake, the overall reduction in exposure from a prominent investor group suggests underlying concerns or a strategic re-allocation of capital away from Braze. This could lead to negative market perception and potential downward pressure on the stock, warranting a 'sell' recommendation for current holders or avoidance for potential investors.

Keywords

Braze Inc, BZ, SEC filing, Schedule 13G, beneficial ownership, institutional investor, ICONIQ Strategic Partners, divestment, stock ownership, Class A Common Stock