Esse Effe S.p.A. Form 4 Kaleyra / Effe S.p.A. Esse ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Hirsch Emilio

(Last)

(First)

(Middle)

C/O KALEYRA, INC.

17 STATE STREET

(Street)

NEW YORK

10004

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Kaleyra, Inc. [ KLR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/24/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								113,923⁽¹⁾	D
Common Stock								93,104	I	By EFFE PI Societa Semplice⁽²⁾
Common Stock	05/24/2022		P		15,000	A	$3.286	5,656,336⁽¹⁾	I	By Esse Effe S.p.A.⁽³⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

Hirsch Emilio

(Last)

(First)

(Middle)

C/O KALEYRA, INC.

17 STATE STREET

(Street)

NEW YORK

10004

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

EFFE PI Societa Semplice

(Last)

(First)

(Middle)

41, VIA VALEGGIO

(Street)

TORINO

10129

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Esse Effe S.p.A.

(Last)

(First)

(Middle)

41 VIA VALLEGIO

(Street)

TORINO

10129

(City)

(State)

(Zip)

Explanation of Responses:

1. Includes RSUs subject to vesting pursuant to previously disclosed vesting schedules.

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 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.

	/s/ Emilio Hirsch, individually	05/26/2022
	/s/ Emilio Hirsch, Managing Partner of EFFE PI Societa Semplice	05/26/2022
	/s/ Emilio Hirsch, Director of Esse Effe S.p.A.	05/26/2022
	** Signature of Reporting Person	Date
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 Number.

Esse Effe S.p.A. Form 4Kaleyra / Effe S.p.A. Esse ownership change