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Filing Details

Accession Number:: 0001127602-19-022818
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-06-25 19:10:16
Reporting Period:: 2019-06-20

Accepted Time:: 2019-06-25 19:10:16
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1447669	Twilio Inc	TWLO	Services-Prepackaged Software (7372)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1665730	Karyn Smith	C/O Twilio Inc. 375 Beale Street, Suite 300 San Francisco CA 94105	General Counsel And Secretary	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2019-06-20	7,949	$31.96	55,324	No	4	M	Direct
Class A Common Stock	Acquisiton	2019-06-20	1,283	$33.01	56,607	No	4	M	Direct
Class A Common Stock	Acquisiton	2019-06-20	12,431	$0.00	69,038	No	4	C	Direct
Class A Common Stock	Disposition	2019-06-20	8,226	$145.87	60,812	No	4	S	Direct
Class A Common Stock	Disposition	2019-06-20	7,510	$146.65	53,302	No	4	S	Direct
Class A Common Stock	Disposition	2019-06-20	3,014	$147.65	50,288	No	4	S	Direct
Class A Common Stock	Disposition	2019-06-20	2,213	$148.52	48,075	No	4	S	Direct
Class A Common Stock	Disposition	2019-06-20	700	$149.57	47,375	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	M	Direct
No	4	C	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class B Common Stock	Employee Stock Option (right to buy)	Disposition	2019-06-20	12,431	$0.00	12,431	$4.73
Class A Common Stock	Class B Common Stock	Acquisiton	2019-06-20	12,431	$0.00	12,431	$0.00
Class A Common Stock	Employee Stock Option (right to buy)	Disposition	2019-06-20	7,949	$0.00	7,949	$31.96
Class A Common Stock	Employee Stock Option (right to buy)	Disposition	2019-06-20	1,283	$0.00	1,283	$33.01
Class A Common Stock	Class B Common Stock	Disposition	2019-06-20	12,431	$0.00	12,431	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
91,233	2024-10-28	No	4	M	Direct
18,069		No	4	M	Direct
29,354	2027-02-09	No	4	M	Direct
41,032	2028-02-19	No	4	M	Direct
5,638		No	4	C	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	2,821	Indirect	By The Karyn Smith Revocable Trust

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Common Stock	Employee Stock Option (right to buy)	$111.32	2029-01-30	27,060	27,060	Direct
Class A Common Stock	Class B Common Stock	$0.00		1,172	1,172	Indirect
Class B Common Stock	Employee Stock Option (right to buy)	$10.09	2025-12-30	22,939	22,939	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2029-01-30	27,060	27,060	Direct
	1,172	1,172	Indirect
2025-12-30	22,939	22,939	Direct

Footnotes

A portion of these shares represent Restricted Stock Units ("RSUs"). Each RSU represents the contingent right to receive one share of the Issuer's Class A common stock.
The sales reported were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $145.24 to $146.23 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $146.24 to $147.16 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $147.27 to $148.16 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $148.275 to $148.805 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $149.46 to $149.74 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The Karyn Smith Revocable Trust U/A/D 9/15/06 Amended 12/23/11, Karyn Smith Trustee.
25% of the shares subject to this option vested on September 2, 2015, and the remaining shares subject to this option vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service to the Issuer through each vesting date. The option is early exercisable by the Reporting Person.
Each share of Class B common stock is convertible into one share of Class A common stock at the option of the holder and has no expiration date.
A portion of these shares represent RSUs. Each RSU represents a contingent right to receive one share of Issuer's Class B Common Stock.
This option shall vest as follows: 1/4th of the option shall vest on January 1, 2018 and 1/48th of the option shall vest monthly thereafter, subject to the Reporting Person's continued service to the Issuer through each vesting date.
The shares subject to this option vest in 48 equal monthly installments, with the first installment on March 15, 2018, subject to the Reporting Person's continued service to the Issuer through each vesting date.
The stock option shall vest as follows: 33% of the stock option shall vest on December 31, 2020, 33% of the stock option shall vest on December 31, 2021 and 34% of the stock option shall vest on December 31, 2022, subject to the Reporting Person's continued service to the Issuer through each vesting date.
The shares subject to this option vest in 48 equal monthly installments, with the first installment on February 15, 2016, subject to the Reporting Person's continuous service to the Issuer through each vesting date. The option is early exercisable by the Reporting Person.