Statement of Changes in Beneficial Ownership (4)
March 05 2021 - 4:48PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Hirsch Emilio |
2. Issuer Name and Ticker or Trading Symbol
Kaleyra, Inc.
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KLR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O KALEYRA, INC., VIA MARCO D'AVIANO, 2, MILANO MI |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/5/2021 |
(Street)
MILAN, L6 20131
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | | | | | | | | 57510 (1) | D | |
Common Stock | | | | | | | | 93104 | I | By EFFE PI Societa Semplice (2) |
Common Stock | 3/5/2021 | | P | | 5000 | A | $16.0617 | 5651336 | I | By Esse Effe S.p.A. (3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | Includes an aggregate of 57,10 Restricted Stock Units ("RSUs"), of which (i) 27,510 of such RSUs vest in four quarterly installments, beginning on February 1, 2021 and subsequently on May 1, 2021, August 1, 2021, and November 1, 2021, and (ii) 30,000 of such RSUs vest in sixteen quarterly installments, beginning on May 1, 2021 and ending on February 1, 2025. |
(2) | EFFE PI Societa Semplice ("EFFE PI") is affiliated with Emilio Hirsch, and Mr. Hirsch is deemed to have acquired a beneficial ownership interest in the reported securities held by EFFE PI. |
(3) | Esse Effe S.p.A. ("Esse Effe") is now affiliated with EFFE PI and Emilio Hirsch, and EFFE PI and Mr. Hirsch are each deemed to have acquired a beneficial ownership interest in the reported securities held by Esse Effe. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Hirsch Emilio C/O KALEYRA, INC. VIA MARCO D'AVIANO, 2, MILANO MI MILAN, L6 20131 | X | X |
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EFFE PI Societa Semplice 41 VIA VALEGGIO TORINO, L6 10129 |
| X |
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Esse Effe S.p.A. 41 VIA VALLEGIO TORINO, L6 10129 |
| X |
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Signatures
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/s/ Emilio Hirsch, individually | | 3/5/2021 |
**Signature of Reporting Person | Date |
/s/ Emilio Hirsch, Managing Partner of EFFE PI Societa Semplice | | 3/5/2021 |
**Signature of Reporting Person | Date |
/s/ Emilio Hirsch, Director of Esse Effe S.p.A. | | 3/5/2021 |
**Signature of Reporting Person | Date |
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