Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-19-006466
Date:2019-02-01
Issuer: SENDGRID, INC. (SEND)
Original Submission Date:

Reporting Person:

SPRUILL YANCEY L.
C/O SENDGRID, INC.
1801 CALIFORNIA STREET, SUITE 500 DENVER, CO 80202

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-02-01 D 153,901 d $0.00 0 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 2.18 2019-02-01 deemed execution date D 373,999 (d) 2025-06-26 common stock 373,999 $2.18 0 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 12.0 2019-02-01 deemed execution date D 125,000 (d) 2027-07-25 common stock 125,000 $12.00 0 direct
Footnotes
IDfootnote
f1 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.
f2 the option was assumed by twilio in the merger and replaced with an option to purchase 181,391 shares of twilio class a common stock with an exercise price of $4.49 per share. following the effective time of the merger, the 29,144 unvested shares will vest in equal monthly installments until fully vested on june 24, 2019.
f3 at the effective time of the merger, the vesting of 25% of all unvested shares subject to the grant accelerated, with the remaining shares exercisable in equal monthly installments until fully vested on february 1, 2021. the option was assumed by twilio in the merger and replaced with an option to purchase 60,624 shares of twilio class a common stock with an exercise price of $24.74 per share.
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