0000899243-19-002324.txt : 20190201 0000899243-19-002324.hdr.sgml : 20190201 20190201163906 ACCESSION NUMBER: 0000899243-19-002324 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190201 FILED AS OF DATE: 20190201 DATE AS OF CHANGE: 20190201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Agarwal Ajay CENTRAL INDEX KEY: 0001708763 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38275 FILM NUMBER: 19560303 MAIL ADDRESS: STREET 1: C/O BAIN CAPITAL VENTURE INVESTORS, LLC STREET 2: 200 CLARENDON STREET CITY: BOSTON STATE: MA ZIP: 02116 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SendGrid, Inc. CENTRAL INDEX KEY: 0001477425 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 270654600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1801 CALIFORNIA STREET STREET 2: SUITE 500 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 888-985-7363 MAIL ADDRESS: STREET 1: 1801 CALIFORNIA STREET STREET 2: SUITE 500 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: SENDGRID, INC. DATE OF NAME CHANGE: 20091123 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-02-01 1 0001477425 SendGrid, Inc. SEND 0001708763 Agarwal Ajay C/O BAIN CAPITAL VENTURE INVESTORS, LLC 200 CLARENDON STREET BOSTON MA 02116 1 0 0 0 Common Stock 2019-02-01 4 D 0 5651 0.00 D 0 D Common Stock 2019-02-01 4 J 0 2464811 0.00 D 0 I See Footnotes Disposed of pursuant to the Agreement and Plan of Merger and Reorganization dated as of October 15, 2018, as amended on December 13, 2018 (the "Merger Agreement", and the transactions contemplated therein, the "Merger"), by and among the Issuer, Twilio Inc. ("Twilio") and Topaz Merger Subsidiary, Inc., whereby each share of Issuer common stock was canceled in exchange for 0.485 of a share of Twilio Class A Common Stock, with fractional shares being paid in cash. At the effective time of the Merger, the 5,651 restricted stock units (each an "RSU") held by the Reporting Person were cancelled and converted into a right to receive 2,740 fully-vested shares of Twilio Class A Common Stock. Immediately prior to the effective time of the Merger, Bain Capital Venture Fund 2014, L.P. ("Fund 2014"), BCIP Venture Associates ("BCIP") and BCIP Venture Associates-B (BCIP-B and, together with Fund 2014 and BCIP, the "Bain Entities"), owned 2,222,938, 229,470 and 12,403 shares, respectively, of the Issuer's Common Stock. The governance, investment strategy and decision-making process with respect to the investments held by the Bain Capital Entities directed by the Executive Committee of Bain Capital Venture Investors LLC ("BCVI"). The Executive Committee of BCVI consists of Enrique Salem and Ajay Agarwal. As a result, BCVI and Messrs. Salem and Agarwal may be deemed to share voting and dispositive power with respect to the securities held by the Bain Capital Entities. Each of BCVI and Messrs. Salem and Agarwal disclaim beneficial ownership of such securities except to the extent of its or his pecuniary interest therein. /s/ Ajay Agarwal 2019-02-01