Sec Form 13G Filing - Spark Capital Growth Fund II L.P. @ Braze Inc.

Sec Form 13G Filing - Spark Capital Growth Fund II L.P. filing for Braze Inc. (BRZE) - 2023-02-03

Insider filing report for Changes in Beneficial Ownership

Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Braze, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

10576N102

(CUSIP Number)

December 31, 2022

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No. 10576N102		13G


CUSIP No. 10576N102		13G


CUSIP No. 10576N102		13G


CUSIP No. 10576N102		13G

Introductory Note: This Amendment No. 1 (this “Amendment”) amends and supplements the Schedule 13G originally filed by the Reporting Persons with the United States Securities and Exchange Commission on February 10, 2022 (the “Original Schedule 13G”). Only those items that are hereby reported are amended; all other items reported in the Original Schedule 13G remain unchanged. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Capitalized terms not defined in this Amendment have the meanings ascribed to them in the Original Schedule 13G.

Item 4.

Ownership.

(a)

Amount beneficially owned:

See Row 9 of the cover page for each Reporting Person.

(b)

Percent of class:

See Row 11 of the cover page for each Reporting Person.

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote

See Row 5 of the cover page for each Reporting Person.

(ii)

Shared power to vote or to direct the vote

See Row 6 of the cover page for each Reporting Person.

(iii)

Sole power to dispose or to direct the disposition of

See Row 7 of the cover page for each Reporting Person.

(iv)

Shared power to dispose or to direct the disposition of

See Row 8 of the cover page for each Reporting Person.

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following: ☒.

Item 6.

Ownership of More Than Five Percent on Behalf of Another Person.

Not applicable.


CUSIP No. 10576N102		13G

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 3, 2023


SPARK CAPITAL GROWTH FUND II, L.P.

By:		Spark Growth Management Partners II, LLC
Its:		General Partner

By:		/s/ Paul Conway
		Paul Conway
Its:		Managing Member

SPARK CAPITAL GROWTH FOUNDERS’ FUND II, L.P.

By:		Spark Growth Management Partners II, LLC
Its:		General Partner

By:		/s/ Paul Conway
		Paul Conway
Its:		Managing Member

SPARK GROWTH MANAGEMENT PARTNERS II, LLC

By:		/s/ Paul Conway
		Paul Conway
Its:		Managing Member

NAMES OF REPORTING PERSONS

Spark Capital Growth Fund II, L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)

(a) ☐ (b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware