Twilio (NYSE: TWLO), the customer engagement platform that
drives real-time, personalized experiences for today’s leading
brands, today announced that it has appointed Andy Stafman, a
partner at Sachem Head Capital Management LP (“Sachem Head”), to
the company’s Board of Directors, effective immediately.
“Over the last year and a half, we have made important changes
to accelerate our path to profitability and position Twilio to
capitalize on the opportunities we see ahead,” said Jeff Epstein,
Chair of the Board for Twilio. “We look forward to benefiting from
the addition of Andy’s perspectives as an additional shareholder in
the boardroom as we continue our strong oversight of the company’s
strategy to enhance value for all our stakeholders.”
Khozema Shipchandler, CEO of Twilio, added, “We are operating
Twilio with greater focus, rigor, and discipline than ever before,
and remain focused on our commitment to drive durable, profitable
growth. As we look ahead, we are confident that Twilio is well
positioned to unlock the power of AI by converging our data
capabilities with our powerful Communications solutions. The Board
and I will partner with Andy as we continue to advance our strategy
to realize the full potential of the business.”
Twilio plans to hold an investor day within the next twelve
months to discuss the company’s strategy in greater detail and to
share medium-term financial targets. Twilio will provide more
details on the investor day once a date for the event has been
set.
“I am excited to join the Twilio Board during an important time
for the company,” said Mr. Stafman. “Sachem Head invested in Twilio
because of its strong leadership position in the customer
engagement market and the significant upside potential from the
application of AI. The company has already taken meaningful actions
to strengthen Twilio’s profitability and growth trajectory, and I
look forward to working with the rest of the Board and management
team to build upon that progress and enhance value for
shareholders.”
Twilio has entered into a cooperation agreement with Sachem
Head. Pursuant to the agreement, Sachem Head has agreed to
customary standstill, voting and confidentiality commitments, among
other provisions.
With the appointment of Mr. Stafman, Twilio’s Board will
increase to 10 directors, nine of whom are independent.
About Andy Stafman
Mr. Stafman is a partner at Sachem Head Capital Management LP, a
value-oriented investment management firm based in New York. Prior
to Sachem Head, Mr. Stafman worked as an Associate at Silver Lake
Partners, a global private equity firm focused on
technology-enabled investments. He received a B.S. in Economics,
with a concentration in Finance from The Wharton School at the
University of Pennsylvania.
About Twilio Inc.
Today’s leading companies trust Twilio’s Customer Engagement
Platform (CEP) to build direct, personalized relationships with
their customers everywhere in the world. Twilio enables companies
to use communications and data to add intelligence and security to
every step of the customer journey, from sales to marketing to
growth, customer service and many more engagement use cases in a
flexible, programmatic way. Across 180 countries and territories,
millions of developers and hundreds of thousands of businesses use
Twilio to create magical experiences for their customers. For more
information about Twilio (NYSE: TWLO) visit www.twilio.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the federal securities laws, which statements
involve risks and uncertainties. Forward-looking statements
generally relate to future events or Twilio’s future financial or
operating performance. In some cases, you can identify
forward-looking statements because they contain words such as
“may,” “can,” “will,” “would,” “should,” “expects,” “plans,”
“anticipates,” “could,” “intends,” “target,” “projects,”
“contemplates,” “believes,” “estimates,” “predicts,” “forecasts,”
“potential” or “continue” or the negative of these words or other
similar terms or expressions that concern Twilio’s expectations,
strategy, plans or intentions. Forward-looking statements contained
in this press release include, but are not limited to, statements
about: Twilio’s future financial performance and its expectations
regarding profitability and growth; Twilio’s anticipated strategies
and business plans; Twilio’s ability to develop products related to
AI and to execute on its AI strategy; and Twilio’s plans to hold an
investor day and to share medium-term financial targets. You should
not rely upon forward-looking statements as predictions of future
events.
The outcome of the events described in these forward-looking
statements is subject to known and unknown risks, uncertainties,
and other factors that may cause Twilio’s actual results,
performance, or achievements to differ materially from those
described in the forward-looking statements, including, among other
things: Twilio’s ability to successfully implement its cost-saving
initiatives and to capture expected efficiencies; Twilio’s ability
to realize the anticipated benefits of changes to its operating
model and organizational structure; the impact of macroeconomic
uncertainties and market volatility; Twilio’s financial
performance, including expectations regarding its results of
operations and the assumptions underlying such expectations, and
ability to achieve and sustain profitability; Twilio’s ability to
attract and retain customers; Twilio’s ability to compete
effectively in an intensely competitive market; Twilio’s ability to
comply with modified or new industry standards, laws and
regulations applying to its business, and increased costs
associated with regulatory compliance; Twilio’s ability to manage
changes in network service provider fees and optimize its network
service provider coverage and connectivity; Twilio’s ability to
form and expand partnerships; and Twilio’s ability to successfully
enter into new markets and manage its international expansion.
The forward-looking statements contained in this press release
are also subject to additional risks, uncertainties, and factors,
including those more fully described in Twilio’s most recent
filings with the Securities and Exchange Commission, including its
Annual Report on Form 10-K and subsequent Quarterly Reports on Form
10-Q. Twilio operates in a very competitive and rapidly changing
environment, and new risks and uncertainties may emerge that could
have an impact on the forward-looking statements contained in this
press release.
Forward-looking statements represent Twilio’s management’s
beliefs and assumptions only as of the date such statements are
made. Twilio undertakes no obligation to update any forward-looking
statements made in this press release to reflect events or
circumstances occurring after the date of this press release or to
reflect new information or the occurrence of unanticipated events,
except as required by law.
Important Additional Information Regarding Proxy
Solicitation
Twilio intends to file a proxy statement and WHITE proxy card
with the U.S. Securities and Exchange Commission (the “SEC”) in
connection with its solicitation of proxies for Twilio’s 2024
annual meeting of shareholders (the “Proxy Statement” and such
meeting the “2024 Annual Meeting”). Twilio, its directors, director
nominees, certain of its executive officers and other employees may
be deemed participants in the solicitation of proxies from
shareholders in respect of the 2024 Annual Meeting. Information
regarding the names of Twilio’s directors and executive officers
and their respective interests in Twilio by security holdings or
otherwise is set forth in the Company’s proxy statement for the
2023 Annual Meeting of stockholders, filed with the SEC on April
26, 2023 (the “2023 Proxy Statement”). Please refer to the sections
captioned “Security Ownership of Certain Beneficial Owners and
Management,” “Non-Employee Director Compensation” and “Executive
Compensation” in the 2023 Proxy Statement. To the extent holdings
of such participants in Twilio’s securities have changed since the
amounts described in the 2023 Proxy Statement, such changes have
been reflected on Initial Statements of Beneficial Ownership on
Form 3 or Statements of Change in Ownership on Form 4 filed with
the SEC: Form 4, filed by Aidan Viggiano on May 17, 2023; Form 4,
filed by Dana Wagner on May 17, 2023; Form 4, filed by Aidan
Viggiano on June 13, 2023; Form 4, filed by Miyuki Suzuki on June
13, 2023; Form 4, filed by Charles Bell on June 14, 2023; Form 4,
filed by Donna Dubinsky on June 14, 2023; Form 4, filed by Jeff
Epstein on June 14, 2023; Form 4, filed by Jeffrey Immelt on June
14, 2023; Form 4, filed by Deval Patrick on June 14, 2023; Form 4,
filed by Erika Rottenberg on June 14, 2023; Form 4, filed by Miyuki
Suzuki on June 14, 2023; Form 4, filed by Byron Deeter on June 14,
2023; Form 4, filed by Erika Rottenberg on June 30, 2023; Form 4,
filed by Khozema Shipchandler on July 5, 2023; Form 4, filed by
Aidan Viggiano on July 5, 2023; Form 4, filed by Dana Wagner on
July 5, 2023; Form 4, filed by Aidan Viggiano on July 10, 2023;
Form 4, filed by Dana Wagner on August 16, 2023; Form 4, filed by
Aidan Viggiano on August 16, 2023; Form 4, filed by Aidan Viggiano
on August 22, 2023; Form 4, filed by Dana Wagner on September 7,
2023; Form 4, filed by Charles Bell on September 19, 2023; Form 4,
filed by Donna Dubinsky on September 19, 2023; Form 4, filed by
Jeff Epstein on September 19, 2023; Form 4, filed by Jeffrey Immelt
on September 19, 2023; Form 4, filed by Deval Patrick on September
19, 2023; Form 4, filed by Erika Rottenberg on September 19, 2023;
Form 4, filed by Miyuki Suzuki on September 19, 2023; Form 4, filed
by Byron Deeter on September 20, 2023; Form 4, filed by Khozema
Shipchandler on October 4, 2023; Form 4, filed by Aidan Viggiano on
October 4, 2023; Form 4, filed by Dana Wagner on October 4, 2023;
Form 4, filed by Aidan Viggiano on October 10, 2023; Form 4, filed
by Dana Wagner on October 10, 2023; Form 4, filed by Aidan Viggiano
on November 17, 2023; Form 4, filed by Dana Wagner on November 17,
2023; Form 4, filed by Aidan Viggiano on November 22, 2023; Form 4,
filed by Dana Wagner on November 22, 2023; Form 4, filed by Charles
Bell on December 19, 2023; Form 4, filed by Byron Deeter on
December 19, 2023; Form 4, filed by Donna Dubinsky on December 19,
2023; Form 4, filed by Jeff Epstein on December 19, 2023; Form 4,
filed by Jeffrey Immelt on December 19, 2023; Form 4, filed by
Deval Patrick on December 19, 2023; Form 4, filed by Erika
Rottenberg on December 19, 2023; Form 4, filed by Miyuki Suzuki on
December 19, 2023; Form 4, filed by Dana Wagner on January 4, 2024;
Form 4, filed by Khozema Shipchandler on January 4, 2024; Form 4,
filed by Aidan Viggiano on January 4, 2024; Form 4, filed by Aidan
Viggiano on January 9, 2024; Form 4, filed by Dana Wagner on
January 9, 2024; Form 4, filed by Aidan Viggiano on February 20,
2024; Form 4, filed by Dana Wagner on February 20, 2024; Form 4,
filed by Aidan Viggiano on February 21, 2024; Form 4, filed by Dana
Wagner on February 21, 2024; Form 4, filed by Khozema Shipchandler
on February 22, 2024; Form 4, filed by Aidan Viggiano on February
23, 2024; Form 4, filed by Dana Wagner on February 23, 2024; Form
4, filed by Byron Deeter on March 19, 2024; Form 4/A, filed by
Miyuki Suzuki on March 19, 2024; Form 4, filed by Charles Bell on
March 19, 2024; Form 4, filed by Donna Dubinsky on March 19, 2024;
Form 4, filed by Jeff Epstein on March 19, 2024; Form 4, filed by
Jeffrey Immelt on March 19, 2024; Form 4, filed by Deval Patrick on
March 19, 2024; Form 4, filed by Erika Rottenberg on March 19,
2024; and Form 4, filed by Miyuki Suzuki on March 19, 2024.
Additional information can also be found in Twilio’s Annual Report
on Form 10-K for the year ended December 31, 2023, filed with the
SEC on February 27, 2024. Details concerning potential participants
in the solicitation, including Twilio’s director nominees for
election at the 2024 Annual Meeting, will also be included in the
Proxy Statement in the sections captioned “Security Ownership of
Certain Beneficial Owners and Management,” “Non-Employee Director
Compensation” and “Executive Compensation.” BEFORE MAKING ANY
VOTING DECISION, INVESTORS AND SHAREHOLDERS OF TWILIO ARE URGED TO
READ ALL RELEVANT DOCUMENTS FILED WITH OR FURNISHED TO THE SEC,
INCLUDING TWILIO’S DEFINITIVE PROXY STATEMENT AND ANY AMENDMENTS
AND SUPPLEMENTS THERETO BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. These documents, including the definitive Proxy
Statement (and any amendments or supplements thereto) and other
documents filed by Twilio with the SEC, are available for no charge
at the SEC’s website at http://www.sec.gov and at the company’s
investor relations website at
https://investors.twilio.com/overview/default.aspx.
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Investor Contact: Bryan Vaniman ir@Twilio.com
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Media Contact: Caitlin Epstein press@Twilio.com
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