Klaviyo Inc
For the period ended Dec 31, 2024. Filed Feb 19, 2025.
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FY2024 · Filed Feb 19, 2025
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Item 15. Exhibit and Financial Statement Schedules
The following documents are filed as part of this Annual Report on Form 10-K:
(a) Consolidated Financial Statements
Our Consolidated Financial Statements are listed in the “Index to Consolidated Financial Statements” under Part II, Item 8 of this Annual Report on Form 10-K.
(b) Financial Statement Schedules
All financial statement schedules are omitted because the required information is either not present, not present in material amounts, or is presented within our Consolidated Financial Statements and the related notes thereto included in this Annual Report on Form 10-K.
(c) Exhibits
The documents listed in the exhibit index of this Annual Report on Form 10-K are incorporated by reference or are filed with this Annual Report on Form 10-K, in each case as indicated herein (numbered in accordance with Item 601 of Regulation S-K).
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number · Description · Form · File No. · Exhibit Number · Filing Date · Filed Herewith | |||||
| 3.1 | Amended and Restated Certificate of Incorporation of Klaviyo, Inc. | 10-K | 001-41806 | 3.1 | February 29, 2024 |
| 3.2 | Amended and Restated Bylaws of Klaviyo, Inc. | 10-K | 001-41806 | 3.2 | February 29, 2024 |
| 4.1 | Specimen Series A Common Stock Certificate of Klaviyo, Inc. | S-1 | 333-274211 | 4.1 | August 25, 2023 |
| 4.2 | Description of Securities. | 10-K | 001-41806 | 4.2 | February 29, 2024 |
| 4.3 | Amended and Restated Investors’ Rights Agreement by and among Klaviyo, Inc. and certain of its stockholders, dated May 10, 2021. | S-1 | 333-274211 | 4.2 | August 25, 2023 |
| 4.4 | Warrant Agreement by and between Klaviyo, Inc. and Shopify Inc., dated July 28, 2022. | S-1 | 333-274211 | 4.3 | August 25, 2023 |
| 4.5 | Warrant Agreement by and between Klaviyo, Inc. and Shopify International Limited, dated July 28, 2022. | S-1 | 333-274211 | 4.4 | August 25, 2023 |
| 4.6 | Warrant Agreement by and between Klaviyo, Inc, and Shopify Commerce Singapore PTE. LTD., dated July 28, 2022. | S-1 | 333-274211 | 4.5 | August 25, 2023 |
| 4.7 | Stock Purchase Agreement by and between Klaviyo, Inc. and Shopify Strategic Holdings 3 LLC, dated June 24, 2022. | S-1 | 333-274211 | 4.6 | August 25, 2023 |
| 10.1 | Forms of Indemnification Agreement between Klaviyo, Inc. and each of its directors and executive officers. | S-1 | 333-274211 | 10.1 | August 25, 2023 |
| 10.2* | 2015 Stock Incentive Plan, as amended, and forms of award agreements thereunder. | S-1 | 333-274211 | 10.2 | August 25, 2023 |
| 10.3* | 2023 Stock Option and Incentive Plan, and forms of award agreements thereunder. | S-1/A | 333-274211 | 10.3 | September 11, 2023 |
| 10.4* | Senior Executive Cash Incentive Bonus Plan. | S-1 | 333-274211 | 10.4 | August 25, 2023 |
| 10.5* | Employment Agreement by and between Klaviyo, Inc. and Landon Edmond, effective August 27, 2023. | S-1 | 333-274211 | 10.6 | August 25, 2023 |
| 10.6* | Employment Agreement by and between Klaviyo, Inc. and Amanda Whalen, effective August 27, 2023. | S-1 | 333-274211 | 10.8 | August 25, 2023 |
| 10.7* | Employment Agreement by and between Klaviyo, Inc. and Steve Rowland, effective August 27, 2023. | 10-Q | 001-41806 | 10.1 | May 8, 2024 |
| 10.8* | Form of Director Offer Letter. | S-1 | 333-274211 | 10.10 | August 25, 2023 |
| 10.9 | Lease Agreement by and between Klaviyo, Inc. and OPG 125 Summer Owner (DE) LLC, dated August 9, 2012, as amended on August 7, 2020. | S-1 | 333-274211 | 10.11 | August 25, 2023 | |
| 10.10# | Collaboration Agreement by and among Klaviyo, Inc., Shopify Inc., Shopify International Limited, Shopify Commerce Singapore PTE. LTD., and Shopify Strategic Holdings 3 LLC, dated July 28, 2022. | S-1 | 333-274211 | 10.12 | August 25, 2023 | |
| 10.11# | Revenue Sharing Agreement by and between Klaviyo, Inc. and Shopify Inc., dated July 28, 2022. | S-1 | 333-274211 | 10.13 | August 25, 2023 | |
| 10.12* | 2023 Employee Stock Purchase Plan. | S-1/A | 333-274211 | 10.14 | September 11, 2023 | |
| 10.13* | Non-Employee Director Compensation Policy. | S-1 | 333-274211 | 10.15 | August 25, 2023 | |
| 10.14 | Second Amendment dated June 30, 2022 to Lease Agreement by and between Klaviyo, Inc. and OPG 125 Summer Owner (DE) LLC, dated August 9, 2012. | X | ||||
| 10.15# | Third Amendment dated January 31, 2025 to Lease Agreement by and between Klaviyo, Inc. and OPG 125 Summer Owner (DE) LLC, dated August 9, 2012. | X | ||||
| 19.1 | Insider Trading Policy and related Rule 10b5-1 Trading Plan Policy | X | ||||
| 21.1 | Subsidiaries of Klaviyo, Inc. | X | ||||
| 23.1 | Consent of Deloitte & Touche LLP, independent registered public accounting firm. | X | ||||
| 24.1 | Power of Attorney (included on signature page). | X | ||||
| 31.1 | Certification of Principal Executive Officer pursuant to SEC Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 31.2 | Certification of Principal Financial Officer pursuant to SEC Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.1† | Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.2† | Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 97.1* | Compensation Recovery Policy. | 10-K | 001-41806 | 97.1 | February 29, 2024 | |
| 101.INS | Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document). | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | X | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | X | ||||
- Indicates a management contract or any compensatory plan, contract or arrangement.
† This certification will not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent specifically incorporated by reference into such filing.
Certain confidential information contains in this exhibit has been omitted because it is both (i) not material and (ii) the type that Klaviyo, Inc. treats as private or confidential.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.