0001209191-23-024122.txt : 20230412 0001209191-23-024122.hdr.sgml : 20230412 20230412173130 ACCESSION NUMBER: 0001209191-23-024122 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230410 FILED AS OF DATE: 20230412 DATE AS OF CHANGE: 20230412 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Battery Ventures XI-B Side Fund, L.P. CENTRAL INDEX KEY: 0001665599 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41065 FILM NUMBER: 23816576 BUSINESS ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: (617) 948-3600 MAIL ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Battery Ventures XI-A Side Fund, L.P. CENTRAL INDEX KEY: 0001665600 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41065 FILM NUMBER: 23816578 BUSINESS ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: (617) 948-3600 MAIL ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Battery Ventures XI-B, L.P. CENTRAL INDEX KEY: 0001665601 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41065 FILM NUMBER: 23816575 BUSINESS ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: (617) 948-3600 MAIL ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Battery Investment Partners XI, LLC CENTRAL INDEX KEY: 0001665602 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41065 FILM NUMBER: 23816579 BUSINESS ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: (617) 948-3600 MAIL ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Battery Partners XI, LLC CENTRAL INDEX KEY: 0001870316 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41065 FILM NUMBER: 23816581 BUSINESS ADDRESS: STREET 1: ONE MARINA PARK DRIVE, SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-948-3600 MAIL ADDRESS: STREET 1: ONE MARINA PARK DRIVE, SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Battery Ventures XI-A, L.P. CENTRAL INDEX KEY: 0001665603 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41065 FILM NUMBER: 23816577 BUSINESS ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: (617) 948-3600 MAIL ADDRESS: STREET 1: ONE MARINA PARK DRIVE STREET 2: SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stoner Chelsea R. CENTRAL INDEX KEY: 0001741527 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41065 FILM NUMBER: 23816574 MAIL ADDRESS: STREET 1: C/O AVALARA, INC. STREET 2: 255 SOUTH KING ST., SUITE 1800 CITY: SEATTLE STATE: WA ZIP: 98104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Battery Partners XI Side Fund, LLC CENTRAL INDEX KEY: 0001869817 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41065 FILM NUMBER: 23816580 BUSINESS ADDRESS: STREET 1: ONE MARINA PARK DRIVE, SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 617-948-3600 MAIL ADDRESS: STREET 1: ONE MARINA PARK DRIVE, SUITE 1100 CITY: BOSTON STATE: MA ZIP: 02210 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Braze, Inc. CENTRAL INDEX KEY: 0001676238 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 452505271 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 330 WEST 34TH STREET, FLOOR 18 CITY: NEW YORK STATE: NY ZIP: 10001 BUSINESS PHONE: (609) 964-0585 MAIL ADDRESS: STREET 1: 330 WEST 34TH STREET, FLOOR 18 CITY: NEW YORK STATE: NY ZIP: 10001 FORMER COMPANY: FORMER CONFORMED NAME: Appboy, Inc. DATE OF NAME CHANGE: 20160602 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-04-10 0 0001676238 Braze, Inc. BRZE 0001870316 Battery Partners XI, LLC ONE MARINA PARK DRIVE, SUITE 1100 BOSTON MA 02210 0 0 1 0 0001869817 Battery Partners XI Side Fund, LLC ONE MARINA PARK DRIVE, SUITE 1100 BOSTON MA 02210 0 0 1 0 0001665602 Battery Investment Partners XI, LLC ONE MARINA PARK DRIVE, SUITE 1100 BOSTON MA 02210 0 0 1 0 0001665600 Battery Ventures XI-A Side Fund, L.P. ONE MARINA PARK DRIVE, SUITE 1100 BOSTON MA 02210 0 0 1 0 0001665603 Battery Ventures XI-A, L.P. ONE MARINA PARK DRIVE, SUITE 1100 BOSTON MA 02210 0 0 1 0 0001665599 Battery Ventures XI-B Side Fund, L.P. ONE MARINA PARK DRIVE, SUITE 1100 BOSTON MA 02210 0 0 1 0 0001665601 Battery Ventures XI-B, L.P. ONE MARINA PARK DRIVE, SUITE 1100 BOSTON MA 02210 0 0 1 0 0001741527 Stoner Chelsea R. ONE MARINA PARK DRIVE, SUITE 1100 BOSTON MA 02210 0 0 1 0 0 Class A Common Stock 2023-04-10 4 J 0 36661 0.00 D 32718 I By Battery Investment Partners XI, LLC Class A Common Stock 2023-04-10 4 J 0 791000 0.00 D 705927 I By Battery Ventures XI-A, L.P. Class A Common Stock 2023-04-10 4 J 0 209000 0.00 D 186521 I By Battery Ventures XI-B, L.P. Class A Common Stock 2023-04-10 4 J 0 821801 0.00 D 733415 I By Battery Ventures XI-A Side Fund, L.P. Class A Common Stock 2023-04-10 4 J 0 178199 0.00 D 159033 I By Battery Ventures XI-B Side Fund, L.P. Class A Common Stock 2023-04-10 4 J 0 190675 0.00 A 190675 I By Battery Partners XI, LLC Class A Common Stock 2023-04-10 4 J 0 190675 0.00 D 0 I By Battery Partners XI, LLC Class A Common Stock 2023-04-10 4 J 0 190677 0.00 A 190677 I By Battery Partners XI Side Fund, LLC Class A Common Stock 2023-04-10 4 J 0 190677 0.00 D 0 I By Battery Partners XI Side Fund, LLC Class A Common Stock 2023-04-11 4 S 0 43016 33.26 D 0 I By Trust Class A Common Stock 29250 I By Battery Investment Partners Select Fund I, L.P. Class A Common Stock 1395750 I By Battery Ventures Select Fund I, L.P. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Investment Partners XI, LLC ("BIP XI") to its members without additional consideration. Securities are held by BIP XI. Battery Partners XI, LLC ("BP XI") is the managing member of BIP XI and may be deemed to beneficially own the securities held by BIP XI. Chelsea Stoner is a managing member of BP XI and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Ventures XI-A, L.P. ("BV XI-A") to its general partner and limited partners without additional consideration. Securities are held by BV XI-A. BP XI is the general partner of BV XI-A and may be deemed to beneficially own the securities held by BV XI-A. Chelsea Stoner is a managing member of BP XI and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Ventures XI-B, L.P. ("BV XI-B") to its general partner and limited partners without additional consideration. Securities are held by BV XI-B. BP XI is the general partner of BV XI-B and may be deemed to beneficially own the securities held by BV XI-B. Chelsea Stoner is a managing member of BP XI and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Ventures XI-A Side Fund, L.P. ("BV XI-A SF") to its general partner and limited partners without additional consideration. Securities are held by BV XI-A SF. Battery Partners XI Side Fund, LLC ("BP XI SF") is the general partner of BV XI-A SF and may be deemed to beneficially own the securities held by BV XI-A SF. Chelsea Stoner is a managing member of BP XI SF and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Battery Ventures XI-B Side Fund, L.P. ("BV XI-B SF") to its general partner and limited partners without additional consideration. Securities are held by BV XI-B SF. BP XI SF is the general partner of BV XI-B SF and may be deemed to beneficially own the securities held by BV XI-B SF. Chelsea Stoner is a managing member of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BV XI-B SF. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Represents receipt of securities in the distributions in kind described in footnotes (3) and (5). Securities are held by BP XI. Chelsea Stoner is a managing member of BP XI and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by BP XI to its members without consideration. Represents receipt of securities in the distributions in kind described in footnotes (7) and (9). Securities are held by BP XI SF. Chelsea Stoner is a managing member of BP XI SF and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by BP XI SF to its members without consideration. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $33.00 to $33.50 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the range set forth in this footnote. The securities beneficially owned by the Reporting Person prior to the reported transaction reflect the receipt of securities in the distributions in kind described in footnotes (1), (13) and (16). Securities are held by the Spiller Stoner Family Trust Dated 8/22/13, of which Chelsea R. Stoner is a trustee. Ms. Stoner disclaims beneficial ownership of these securities except to the extent of her proportionate pecuniary interest therein. Securities are held by Battery Investment Partners Select Fund I, L.P. ("BIP Select I"). The sole general partner of BIP Select I is Battery Partners Select Fund I GP, LLC ("BP Select I GP"). Chelsea Stoner is a managing member of BP Select I GP and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. Securities are held by Battery Ventures Select Fund I, L.P. ("BV Select I"). The sole general partner of BV Select I is Battery Partners Select Fund I, L.P. ("BP Select I"). The general partner of BP Select I is BP Select I GP. Chelsea Stoner is a managing member of BP Select I GP and may be deemed to share voting and dispositive power over these securities. Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of its or her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of for any other purpose. /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Partners XI, LLC 2023-04-12 /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Partners XI Side Fund, LLC 2023-04-12 /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Investment Partners XI, LLC 2023-04-12 /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-A Side Fund, L.P. 2023-04-12 /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-A, L.P. 2023-04-12 /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-B Side Fund, L.P. 2023-04-12 /s/ Christopher Schiavo, as Attorney-in-Fact for Battery Ventures XI-B, L.P. 2023-04-12 /s/ Christopher Schiavo, as Attorney-in-Fact for Chelsea R. Stoner 2023-04-12