Form 4: Klaviyo CEO Andrew Bialecki Executes Stock Sale

Klaviyo Co-CEO Andrew Bialecki sold 200,000 shares of Series A Common Stock via a pre-arranged Rule 10b5-1 trading plan.

Summary

• Co-CEO Andrew Bialecki converted 200,000 shares of Series B Common Stock into Series A Common Stock.
• The converted shares were subsequently sold at a weighted average price of $14.88 per share.
• The transactions were executed on May 19, 2026, pursuant to a Rule 10b5-1 trading plan adopted on May 20, 2025.
• Following the transaction, Bialecki retains direct ownership of 66,944,118 shares of Series B Common Stock.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event; it is a routine, pre-planned divestment by an executive that does not reflect a change in the company's operational trajectory.

Positives

• The sale was conducted under a pre-established Rule 10b5-1 trading plan, which is a standard mechanism for executives to sell shares without triggering insider trading concerns.

Negatives

• The transaction represents a divestment of equity by a key executive, which may be perceived as a lack of confidence in near-term price appreciation by some market participants.

Risks

• Market volatility could impact the value of the remaining significant holdings held by the CEO.
• Reliance on Rule 10b5-1 plans does not eliminate the potential for negative market sentiment regarding executive selling.

Future Outlook

No specific forward-looking guidance regarding company operations was provided in this filing, as it is a standard disclosure of insider transaction activity.

Industry Context

StockSavvy.ai notes that executive stock sales under 10b5-1 plans are common in the SaaS and technology sectors, often used for personal financial planning rather than signaling fundamental changes in company outlook.

Comparison to Industry Standards

• The use of Rule 10b5-1 plans is the industry standard for executives at publicly traded technology companies to manage equity compensation.
• The scale of the sale relative to the CEO's total holdings (66.9 million shares) is minor, representing less than 0.3% of his direct holdings.

Related Party Transactions

• The filing discloses holdings by various trusts associated with the reporting person, including the Andrew P. Bialecki Grantor Retained Annuity Trust I of 2023 and the Elizabeth L. Bialecki Irrevocable GST Trust of 2023.

Stakeholder Impact

• Shareholders should note the ongoing divestment activity, though the volume remains small relative to total ownership.

Next Steps

• Continued monitoring of future Form 4 filings to track any further divestment activity by the CEO.

Key Dates

Keywords

Klaviyo, KVYO, Insider Trading, Form 4, Andrew Bialecki, Stock Sale, Rule 10b5-1