Shopify Amends Klaviyo Stake Filing

TL;DR

Shopify filed an update on its Klaviyo holdings, check the details.

AI Summary

Shopify Inc. has amended its Schedule 13D filing regarding Klaviyo, Inc. The amendment, filed on July 30, 2024, indicates a change in beneficial ownership as of February 29, 2024. Shopify Strategic Holdings 3 LLC, an affiliate of Shopify Inc., is the entity involved in this filing.

Why It Matters

This filing update from Shopify concerning its stake in Klaviyo could signal strategic shifts or changes in investment strategy for both companies.

Risk Assessment

Risk Level: medium — Changes in significant shareholder filings can indicate shifts in company strategy or potential future actions that could impact stock price.

Key Players & Entities

• Shopify Inc. (company) — Subject Company
• Klaviyo, Inc. (company) — Issuer
• Shopify Strategic Holdings 3 LLC (company) — Filing Person

FAQ

Filing Documents

• sc13d-a1.htm (SC 13D/A) — 67KB
• 0001341004-24-000133.txt ( ) — 68KB

of the Schedule 13D is hereby amended by adding the text below to the end of Item 3 of the Schedule 13D

Item 3 of the Schedule 13D is hereby amended by adding the text below to the end of Item 3 of the Schedule 13D: On January 28, April 28 and July 28, 2024, 344,382, 344,381 and 344,384 of the Warrants held by SSH 3, respectively, vested and became exercisable for an equal number of shares of Series B Common Stock. SSH 3 exercised these Warrants on the first business day following the day that they each vested. Item 5. Interest in Securities of the Issuer.

is hereby amended and restated in its entirety as follows

Item 5 is hereby amended and restated in its entirety as follows: (a)-(b) The aggregate number and percentage of shares of Series A Common Stock beneficially owned by each Reporting Person and, for each Reporting Person, the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Amendment No. 1 and are incorporated herein by reference. As of the date hereof, the Reporting Persons beneficially own 30,305,609 shares of Series A Common Stock, representing approximately beneficial ownership of 30.11% of the outstanding Series A Common Stock, consisting of: (i) 14,562,435 shares of Series B Common Stock held directly by SSH 3 and (ii) the Investment Option held by SSH 3, which is exercisable for an additional 15,743,174 Series B Common Stock. Each share of Series B Common Stock is convertible into one share of Series A Common Stock at any time at the option of the holder thereof. Calculations of the percentage of the shares of Series A Common Stock beneficially owned by the Reporting Persons is based on (i) 70,349,399 shares of Series A Common Stock outstanding as of April 30, 2024, based on information set forth in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission on May 8, 2024, (ii) 14,562,435 shares of Series A Common Stock issuable upon the conversion of Series B Common Stock held by the Reporting Persons, where each share of Series B Common Stock is convertible into one share of Series A Common Stock, and (iii) the Investment Option held by the Reporting Persons to purchase 15,743,174 shares of Series B Common Stock, where each share of Series B Common Stock is convertible into one share of Series A Common Stock. (c) Except as set forth in this Schedule 13D, no transaction in Series A Comm

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View this SC 13D/A filing on SEC EDGAR