Twilio Inc. - SEC Filing

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Shipchandler Khozema

(Last)

(First)

(Middle)

C/O TWILIO INC.

375 BEALE STREET, SUITE 300

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/12/2018

3. Issuer Name and Ticker or Trading Symbol
TWILIO INC [ TWLO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	110,885⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	⁽²⁾	10/31/2028	Class A Common Stock	160,000	76.63	D

Explanation of Responses:

1. The shares reported in this transaction represent Restricted Stock Units ("RSUs"). Each RSU represents the contingent right to receive one share of the Issuer's Class A common stock. The RSUs vest as follows: 25% of the RSUs shall vest on November 15, 2019 and the remaining RSUs shall vest in equal quarterly installments over the following three years, in each case on February 15, May 15, August 15 and November 15, subject to the Reporting Person's continued service to the Issuer through each vesting date.

2. The shares subject to the stock option vest as follows: 25% of the stock option shall vest on November 1, 2019, and the remaining shares subject to the stock option shall vest in equal monthly installments over the following three years, subject to the Reporting Person's continued service to the Issuer through each vesting date.

	/s/ Ivy Tseng as attorney in fact for Reporting Person	11/21/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

LIMITED POWER OF ATTORNEY


The undersigned hereby constitutes and appoints each of Karyn
Smith, Ivy Tseng and Alexis Rhorer, signing singly, and with
full power of substitution, the undersigned's true and lawful
attorney-in-fact to:

	(1)	execute for and on behalf of the undersigned,
in the undersigned's capacity as an officer and/or director of
Twilio Inc. (the ?Company?), from time to time the following
U.S. Securities and Exchange Commission (?SEC?) forms: (i)
Form ID, including any attached documents, to effect the
assignment of codes to the undersigned to be used in the
transmission of information to the SEC using the EDGAR System;
(ii) Form 3, Initial Statement of Beneficial Ownership of
Securities, including any attached documents;  (iii) Form 4,
Statement of Changes in Beneficial Ownership of Securities,
including any attached documents; (iv) Form 5, Annual
Statement of Beneficial Ownership of Securities in accordance
with Section 16(a) of the Securities Exchange Act of 1934, as
amended, and the rules thereunder, including any attached
documents; (v) Schedule 13D; (vi) Schedule 13G and (vii)
amendments of each thereof, in accordance with the Securities
Exchange Act of 1934, as amended, and the rules thereunder,
including any attached documents;

	(2)	do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable to complete
and execute any such Form 3, 4 or 5, Schedule 13D, Schedule 13G
or any amendment(s) thereto, and timely file such form(s) with the
SEC and any securities exchange, national association or similar
authority; and

	(3)	take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such
attorney-in-fact, may be of benefit to, in the best interest of,
or legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf
of the undersigned pursuant to this Power of Attorney shall be
in such form and shall contain such terms and conditions as such
attorney-in-fact may approve in such attorney-in-fact's discretion.

	The undersigned hereby grants to each such attorney-in-fact,
acting singly, full power and authority to do and perform any and
every act and thing whatsoever requisite, necessary or proper to be
done in the exercise of any of the rights and powers herein granted,
as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney
-in-fact, or such attorney-in-fact's substitute or substitutes,
shall lawfully do or cause to be done by virtue of this Power of
Attorney and the rights and powers herein granted.  The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving in such
capacity at the request of the undersigned, are not assuming, nor is
the Company assuming, any of the undersigned's responsibilities to
comply with Section 16 or Regulation 13D-G of the Securities Exchange
Act of 1934, as amended.  The undersigned hereby agrees to indemnify
the attorneys-in-fact and the Company from and against any demand,
damage, loss, cost or expense arising from any false or misleading
information provided by the undersigned to the attorneys-in-fact.

	This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file such forms with
respect to the undersigned's holdings of and transactions in securities
issued by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to the foregoing attorneys-in-fact.  This
Power of Attorney supersedes any prior power of attorney in connection
with the undersigned?s capacity as an officer and/or director of the
Company.  This Power of Attorney shall expire as to any individual
attorney-in-fact if such attorney-in-fact ceases to be an executive
officer of, or legal counsel to the Company.

	IN WITNESS WHEREOF, the undersigned has caused this Power
of Attorney to be executed as of October 23, 2018.

					/s/Khozema Shipchandler