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*
Wagner Dana

(Last) (First) (Middle)
C/O TWILIO INC.
101 SPEAR STREET, FIRST FLOOR

(Street)
SAN FRANCISCO CA 94105

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/15/2021
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 Legal Officer, Secretary
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)
No securities are beneficially owned. 0 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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
Remarks:
Exhibit 24 Power of Attorney
/s/ Mariam Sattar as attorney in fact for Reporting Person 12/23/2021
** 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
Dana Wagner, Sarah DiLorenzo, Mariam Sattar, and Judy Tieh,
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 December 10, 2021.

/s/ Dana Wagner
Dana Wagner