Form 4: Klaviyo CFO Sells Shares Under Pre-Arranged Plan

Klaviyo's Chief Financial Officer, Amanda Whalen, sold 15,000 shares of Series A Common Stock for approximately $31.5 per share, as part of a pre-arranged 10b5-1 trading plan.

Summary

• Klaviyo's Chief Financial Officer, Amanda Whalen, reported transactions on September 12, 2025.
• Whalen converted 11,204 shares of Series B Common Stock into Series A Common Stock.
• She subsequently sold 15,000 shares of Series A Common Stock at a weighted average price of $31.5 per share, with individual sales ranging from $31.17 to $31.98.
• These transactions were executed pursuant to a Rule 10b5-1 trading plan adopted on August 16, 2024.
• Following these transactions, Whalen directly owns 481,719 shares of Series A Common Stock, which includes 42,687 shares and 439,032 unvested restricted stock units (RSUs).
• She also directly owns 408,476 shares of Series B Common Stock, comprising 224,101 shares and 184,375 unvested RSUs.

Sentiment

Score: 5

Explanation: Neutral. While an insider sale can sometimes be viewed negatively, the execution under a pre-arranged 10b5-1 plan mitigates concerns about it being a reaction to new negative information. It's a planned liquidity event for personal financial management.

Positives

• The reported transactions, including the sale of Series A Common Stock, were executed under a pre-arranged Rule 10b5-1 trading plan adopted on August 16, 2024, indicating a planned liquidity event rather than a reactive sale based on new negative information.

Negatives

• An insider (CFO) sold a significant number of shares (15,000 shares), which, despite being pre-planned, could be perceived negatively by some investors as a reduction in direct equity exposure.

Risks

• NA

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders: May interpret the insider sale differently; some may see it as a normal, pre-planned liquidity event, while others might view it as a reduction in direct equity exposure by a key executive, despite the 10b5-1 plan.

Key Dates

Recommendation

The filing reports a pre-planned insider sale by the CFO under a Rule 10b5-1 plan. Such sales are typically for personal financial planning and do not necessarily reflect a change in the company's fundamental outlook or the insider's confidence. Therefore, this specific transaction alone does not warrant a change in investment recommendation; a 'hold' stance is appropriate pending further fundamental analysis of the company's performance and prospects.

Keywords

Klaviyo, KVYO, Insider Trading, Form 4, Stock Sale, CFO, Amanda Whalen, 10b5-1 Plan, Series A Common Stock, Series B Common Stock