0001104659-16-129872.txt : 20160628
0001104659-16-129872.hdr.sgml : 20160628
20160628214149
ACCESSION NUMBER: 0001104659-16-129872
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160628
FILED AS OF DATE: 20160628
DATE AS OF CHANGE: 20160628
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TWILIO INC
CENTRAL INDEX KEY: 0001447669
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
BUSINESS ADDRESS:
STREET 1: 548 Market Street, #14510
CITY: San Francisco
STATE: CA
ZIP: 94114
BUSINESS PHONE: 650-270-2199
MAIL ADDRESS:
STREET 1: 548 Market Street, #14510
CITY: San Francisco
STATE: CA
ZIP: 94114
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 15 Angels LLC
CENTRAL INDEX KEY: 0001677269
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 161737198
BUSINESS ADDRESS:
STREET 1: 1865 PALMER AVENUE
STREET 2: SUITE 104
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: 1865 PALMER AVENUE
STREET 2: SUITE 104
CITY: LARCHMONT
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BVP VII SPECIAL OPPORTUNITY FUND LP
CENTRAL INDEX KEY: 0001459524
STATE OF INCORPORATION: XX
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 161737200
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 01538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deer VII & Co. L.P.
CENTRAL INDEX KEY: 0001540731
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 161737201
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: (914) 833-9100
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Deer VII & Co. Ltd.
CENTRAL INDEX KEY: 0001540726
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 161737202
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: (914) 833-9100
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bessemer Venture Partners VII L.P.
CENTRAL INDEX KEY: 0001534338
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 161737203
BUSINESS ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: C/O BESSEMER VENTURE PARTNERS
STREET 2: 1865 PALMER AVENUE
CITY: LARCHMONT
STATE: NY
ZIP: 10538
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bessemer Venture Partners VII Institutional L.P.
CENTRAL INDEX KEY: 0001407577
STATE OF INCORPORATION: E9
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37806
FILM NUMBER: 161737199
BUSINESS ADDRESS:
STREET 1: 1865 Palmer Ave
CITY: Larchmont
STATE: NY
ZIP: 10538
BUSINESS PHONE: 914-833-5300
MAIL ADDRESS:
STREET 1: 1865 Palmer Ave
CITY: Larchmont
STATE: NY
ZIP: 10538
4
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a4.xml
4
X0306
4
2016-06-28
0
0001447669
TWILIO INC
TWLO
0001534338
Bessemer Venture Partners VII L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
0
0
1
0
0001540726
Deer VII & Co. Ltd.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
0
0
1
0
0001540731
Deer VII & Co. L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
0
0
1
0
0001459524
BVP VII SPECIAL OPPORTUNITY FUND LP
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
0
0
1
0
0001407577
Bessemer Venture Partners VII Institutional L.P.
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
0
0
1
0
0001677269
15 Angels LLC
C/O BESSEMER VENTURE PARTNERS
1865 PALMER AVE., SUITE 104
LARCHMONT
NY
10538
0
0
1
0
Common Stock
2016-06-28
4
J
0
128375
D
0
I
See footnotes
Common Stock
2016-06-28
4
C
0
436994
0
A
565369
I
See footnotes
Common Stock
2016-06-28
4
C
0
8728534
0
A
9293903
I
See footnotes
Common Stock
2016-06-28
4
C
0
6025808
0
A
15319711
I
See footnotes
Common Stock
2016-06-28
4
C
0
5156216
0
A
20475927
I
See footnotes
Common Stock
2016-06-28
4
C
0
88417
0
A
20564344
I
See footnotes
Common Stock
2016-06-28
4
J
0
20564344
D
0
I
See footnote
Series A Preferred Stock
2016-06-28
4
C
0
436994
0.00
D
Common Stock
436994
0
I
See footnotes
Series B Preferred Stock
2016-06-28
4
C
0
8728534
0.00
D
Common Stock
8728534
0
I
See footnotes
Series C Preferred Stock
2016-06-28
4
C
0
6025808
0.00
D
Common Stock
6025808
0
I
See footnotes
Series D Preferred Stock
2016-06-28
4
C
0
5156216
0.00
D
Common Stock
5156216
0
I
See footnotes
Series E Preferred Stock
2016-06-28
4
C
0
88417
0.00
D
Common Stock
88417
0
I
See footnotes
Class B Common Stock
2016-06-28
4
J
0
20564344
0.00
A
Class A Common Stock
20564344
20564344
I
See footnotes
The aggregate number of shares of Issuer's Preferred Stock held by the Reporting Person converted into Common Stock immediately prior to the closing of the Issuer's initial public offering and has no expiration date. These shares converted into Common Stock on a 1-for-1 basis.
Deer VII & Co. Ltd. ("Deer Ltd.") is the general partner of Deer VII & Co. L.P. ("Deer L.P."), which is the general partner of Bessemer Venture Partners VII Institutional LP ("BVP VII Inst"), Bessemer Venture Partners VII, LP ("BVP VII") and BVP VII Special Opportunity Fund LP ("BVP VII SOF"). 15 Angels, LLC is a wholly owned subsidiary of BVP VII Inst (BVP VII SOF, together with 15 Angels, LLC, BVP VII Inst and BVP VII, collectively, the "Funds"). Deer Ltd. and Deer L.P. disclaim beneficial ownership of the securities held by the Funds, and this report shall not be deemed an admission that Deer Ltd. and Deer L.P. are the beneficial owners of such securities, except to the extent of their pecuniary interest therein, if any, by virtue of their direct and indirect general partner interests in the Funds.
17,972 of these shares were owned directly by BVP VII Inst, 41,080 shares were owned directly by BVP VII and 69,323 shares were owned directly by BVP VII SOF.
Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 399,702 of these shares were owned directly by 15 Angels LLC, 5,220 of these shares were owned directly by BVP VII Inst, 11,934 of these shares were owned directly by BVP VII and 20,138 of these shares were owned directly by BVP VII SOF.
Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 1,221,994 of these shares were owned directly by BVP VII Inst, 2,793,130 of these shares were owned directly by BVP VII and 4,713,410 of these shares were owned directly by BVP VII SOF.
Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 843,614 of these shares were owned directly by BVP VII Inst, 1,928,258 of these shares were owned directly by BVP VII and 3,253,936 of these shares were owned directly by BVP VII SOF.
Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 721,870 of these shares were owned directly by BVP VII Inst, 1,649,988 of these shares were owned directly by BVP VII and 2,784,358 of these shares were owned directly by BVP VII SOF.
Reflects the conversion of the Issuer's Preferred Stock into Common Stock on a 1-for-1 basis, which became effective immediately prior to the closing of the Issuer's initial public offering. 12,378 of these shares were owned directly by BVP VII Inst, 28,293 of these shares were owned directly by BVP VII and 47,746 of these shares were owned directly by BVP VII SOF.
Immediately prior to the closing of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
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.
399,702 of these shares are owned directly by 15 Angels, LLC, 2,823,048 of these shares are owned directly by BVP VII Inst, 6,452,683 of these shares are owned directly by BVP VII and 10,888,911 of these shares are owned directly by BVP VII SOF.
/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P., the General Partner of Bessemer Venture Partners VII L.P.
2016-06-28
/s/Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P., the General Partner of Bessemer Venture Partners VII Institutional L.P.
2016-06-28
/s/Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P., the General Partner of BVP VII Special Opportunity Fund L.P.
2016-06-28
/s/Scott Ring, General Counsel, Deer VII & Co. Ltd., the General Partner of Deer VII & Co. L.P
2016-06-28
/s/ Scott Ring, General Counsel, Deer VII & Co. Ltd
2016-06-28
/s/ Scott Ring, Authorized Person
2016-06-23