1 unchanged sentence
Securities Trading Plans of Directors and Executive Officers
−Removed: During the three months ended March 31, 2026, the following “Rule 10b5-1 trading arrangements” (as defined in Item 408 of Regulation S-K) were adopted or terminated by our directors and officers, each of which was intended to satisfy the affirmative defense in Rule 10b5-1(c):
−Removed: On February 18, 2026 , Khozema Shipchandler , our Chief Executive Officer and a member of our board of directors , adopted a Rule 10b5-1 trading plan providing for (i) the sale of shares of our common stock issuable upon the vesting and settlement of 104,754 RSUs outstanding prior to the adoption of the plan, in addition to certain shares Mr.
−Removed: Shipchandler acquires upon the vesting and settlement of any RSUs that may be granted after the adoption of the plan, in each case, net of shares sold in mandatory transactions to cover withholding taxes, plus (ii) the sale of up to 245,716 shares at target (or 491,432 shares at maximum, representing the maximum number of shares issuable under the PSUs) of our common stock upon the vesting of performance stock units (“PSUs”), which are expected to vest and settle in February 2027, the precise number of shares to vest and settle to be determined based on the Company’s achievement against certain performance conditions, net of shares sold in mandatory transactions to cover withholding taxes, plus (iii) the exercise and sale of up to an aggregate of 108,007 shares of common stock subject to vested stock options.
−Removed: The number of shares listed above for Mr.
−Removed: Shipchandler includes shares subject to limit orders that may or may not execute.
−Removed: Trading will not commence under Mr.
−Removed: Shipchandler’s new Rule 10b5-1 trading plan until his previous Rule 10b5-1 trading plan terminates by its terms.
−Removed: The duration of the new plan is until April 9, 2027 or earlier if all transactions under the plan have been completed.
−Removed: No other officers, as defined in Rule 16a-1(f), or directors adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the last fiscal quarter.
+Added: During the three months ended June 30, 2026, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (each as defined in Item 408 of Regulation S-K).
The documents listed in the Exhibit Index of this Quarterly Report on Form 10-Q are incorporated by reference or are filed with this Quarterly Report on Form 10-Q, in each case as indicated therein.
3 unchanged sentences
Exhibit Filing Date
+Added: 10.1+ Twilio Inc.
+Added: Amended and Restated 2016 Stock Option and Incentive Plan, and forms of agreement thereunder
+Added: 8-K 10.1 June 17, 2026
+Added: 10.2+ Twilio Inc.
+Added: Amended and Restated 2016 Employee Stock Purchase Plan
+Added: 8-K 10.2 June 17, 2026
+Added: 10.3+ Twilio Inc.
+Added: Amended and Restated Non-Employee Directors’ Deferred Compensation Program
+Added: Filed herewith
31.1 Certification of the Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
13 unchanged sentences
__________________________________________
+Added: + Indicates a management contract or compensatory plan or arrangement.
* The certifications furnished in Exhibit 32.1 hereto are deemed to accompany this Quarterly Report on Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: May 1, 2026 /s/ KHOZEMA Z.
+Added: August 7, 2026 /s/ KHOZEMA Z.
Director and Chief Executive Officer (Principal Executive Officer)
−Removed: May 1, 2026 /s/ AIDAN VIGGIANO
+Added: August 7, 2026 /s/ AIDAN VIGGIANO
Aidan Viggiano
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.