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KLR Kaleyra Inc

12.47
0.00 (0.00%)
31 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Kaleyra Inc AMEX:KLR AMEX Common Stock
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 12.47 0 01:00:00

Statement of Changes in Beneficial Ownership (4)

03/01/2023 9:31pm

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
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Hirsch Emilio
2. Issuer Name and Ticker or Trading Symbol

Kaleyra, Inc. [ KLR.BC ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

C/O KALEYRA, INC., 85 BROAD STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

1/1/2023
(Street)

NEW YORK, NY 10004
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 1/1/2023  A  71440 (1)(2)A$0.00 185363 (3)D  
Common Stock         93104 I By EFFE PI Societa Semplice (4)
Common Stock         5715636 I By Esse Effe S.p.A. (5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) Subject to the Reporting Person's continued service to the Issuer, the Restricted Stock Units ("RSUs") shall vest quarterly on each of February 20, May 1, August 1 and November 1, 2023. All RSUs shall immediately vest (i) in the event of a Change of Control (as defined in the Issuer's 2019 Equity Incentive Plan) of the Issuer, (ii) the Reporting Person is not re-nominated to serve on the Issuer's Board of Directors (except in connection with the Reporting Person choosing not to stand for reelection as a member of the Board or resigning from the Board) and as a result separates from service with the Issuer, (iii) to the extent the Reporting Person has served as a director of the Issuer for at least three years, and such Reporting Person chooses not to stand for reelection as a member of the Board or resigns from the Board and as a result separates from service with the Issuer,
(2) (Continued from footnote 1) and (iv) in the event of the death or Disability (as defined in the Issuer's 2019 Equity Incentive Plan) of the Reporting Person.
(3) Includes RSUs subject to vesting pursuant to previously disclosed vesting schedules.
(4) 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.
(5) Esse Effe S.p.A. ("Esse Effe") is 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
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Hirsch Emilio
C/O KALEYRA, INC.
85 BROAD STREET
NEW YORK, NY 10004
XX

EFFE PI Societa Semplice
C/O KALEYRA, INC.
85 BROAD STREET
NEW YORK, NY 10004

X

Esse Effe S.p.A.
C/O KALEYRA, INC.
85 BROAD STREET
NEW YORK, NY 10004

X


Signatures
/s/ Emilio Hirsch, individually1/1/2023
**Signature of Reporting PersonDate

/s/ Emilio Hirsch, Managing Partner of EFFE PI Societa Semplice1/1/2023
**Signature of Reporting PersonDate

/s/ Emilio Hirsch, Director of Esse Effe S.p.A.1/1/2023
**Signature of Reporting PersonDate


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 4(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 control number.

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