Filing Details
- Accession Number:
- 0001104659-21-149313
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-12-13 21:53:06
- Reporting Period:
- 2021-12-09
- Accepted Time:
- 2021-12-13 21:53:06
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1504776 | Warby Parker Inc. | WRBY | Ophthalmic Goods (3851) | 800423634 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1883345 | Harris Neil Blumenthal | C/O Warby Parker Inc., 233 Spring Street, 6Th Floor East New York NY 10013 | Co-Chief Executive Officer | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Acquisiton | 2021-12-09 | 80,000 | $0.00 | 80,047 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-12-09 | 80,000 | $47.11 | 47 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-12-10 | 40,376 | $0.00 | 40,423 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-12-10 | 40,376 | $47.05 | 47 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-12-10 | 4,841 | $0.00 | 4,888 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-12-10 | 4,841 | $46.46 | 47 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2021-12-13 | 172,124 | $0.00 | 172,171 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2021-12-13 | 172,124 | $46.00 | 47 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class B Common Stock | Stock Option (Right to Buy) | Disposition | 2021-12-09 | 130,000 | $0.00 | 130,000 | $0.72 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2021-12-09 | 130,000 | $0.00 | 130,000 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-12-09 | 80,000 | $0.00 | 80,000 | $0.00 |
| Class B Common Stock | Stock Option (Right to Buy) | Disposition | 2021-12-10 | 62,500 | $0.00 | 62,500 | $0.72 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2021-12-10 | 62,500 | $0.00 | 62,500 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-12-10 | 40,376 | $0.00 | 40,376 | $0.00 |
| Class B Common Stock | Restricted Stock Units | Disposition | 2021-12-10 | 2,405 | $0.00 | 2,405 | $0.00 |
| Class B Common Stock | Restricted Stock Units | Disposition | 2021-12-10 | 2,888 | $0.00 | 2,888 | $0.00 |
| Class B Common Stock | Restricted Stock Units | Disposition | 2021-12-10 | 3,030 | $0.00 | 3,030 | $0.00 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2021-12-10 | 8,323 | $0.00 | 8,323 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-12-10 | 4,841 | $0.00 | 4,841 | $0.00 |
| Class B Common Stock | Stock Option (Right to Buy) | Disposition | 2021-12-13 | 307,500 | $0.00 | 307,500 | $0.72 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2021-12-13 | 307,500 | $0.00 | 307,500 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2021-12-13 | 172,174 | $0.00 | 172,124 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 576,390 | No | 4 | M | Direct | ||
| 2,940,407 | No | 4 | M | Direct | ||
| 2,860,407 | No | 4 | C | Direct | ||
| 513,890 | No | 4 | M | Direct | ||
| 2,922,907 | No | 4 | M | Direct | ||
| 2,882,531 | No | 4 | C | Direct | ||
| 16,836 | No | 4 | M | Direct | ||
| 39,531 | No | 4 | M | Direct | ||
| 54,723 | No | 4 | M | Direct | ||
| 2,890,854 | No | 4 | M | Direct | ||
| 2,886,013 | No | 4 | C | Direct | ||
| 206,390 | No | 4 | M | Direct | ||
| 3,193,513 | No | 4 | M | Direct | ||
| 3,021,389 | No | 4 | C | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Class A Common Stock | 200,000 | Indirect | By Royal Blue Aries Trust |
| Class A Common Stock | 200,000 | Indirect | By Tiffany Blue Gemini Trust |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Class B Common Stock | Restricted Stock Units | $0.00 | 0 | 940,752 | Direct | ||
| Class A Common Stock | Class B Common Stock | $0.00 | 200,000 | 200,000 | Indirect | ||
| Class A Common Stock | Class B Common Stock | $0.00 | 200,000 | 200,000 | Indirect | ||
| Class A Common Stock | Class B Common Stock | $0.00 | 1,519,661 | 1,519,661 | Indirect | ||
| Class A Common Stock | Class B Common Stock | $0.00 | 399,402 | 399,402 | Indirect | ||
| Class A Common Stock | Class B Common Stock | $0.00 | 800,000 | 800,000 | Indirect |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 0 | 940,752 | Direct | |
| 200,000 | 200,000 | Indirect | |
| 200,000 | 200,000 | Indirect | |
| 1,519,661 | 1,519,661 | Indirect | |
| 399,402 | 399,402 | Indirect | |
| 800,000 | 800,000 | Indirect |
Footnotes
- Includes 47 shares of Class A Common Stock acquired in a pro rata distribution in-kind, the acquisition of which was exempt from reporting pursuant to Rule 16a-9 of the Securities Exchange Act of 1934, as amended.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.00 to $47.53 The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.50 to $47.00 The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- The Stock option was granted on July 27, 2012, is fully vested, and will expire on July 26, 2022.
- The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (i) transfer of Class B common stock to a person or entity that is not in the transferor's permitted ownership group, (ii) October 1, 2031, (iii) with respect to any Class B common stock held by any person or entity in Neil Blumenthal's permitted ownership group, (A) such time as Neil Blumenthal is removed or resigns from theboard of directors, or otherwise ceases to serve as a director, (B) such time as Neil Blumenthal ceases to be either an employee, officer or consultant of the Company or any of its subsidiaries, or (C) the date that is 12 months after the death or disability of Neil Blumenthal,
- and (iv) with respect to any Class B common stock held by any person or entity in Dave Gilboa's permitted ownership group, (A) such time as Dave Gilboa is removed or resigns from the board of directors, orotherwise ceases to serve as a director, (B) such time as Dave Gilboa ceases to be either an employee, officer or consultant of the Company or any of its subsidiaries, or (C) the date that is 12 months after the death or disability of Dave Gilboa.
- Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.
- This filing relates to the occurrence of a RSU vesting event.
- The restricted stock units will vest in 48 monthly installments beginning on January 1, 2019 and will expire on May 1, 2026.
- The restricted stock units will vest in 48 monthly installments beginning on January 1, 2020 and will expire on November 19, 2026.
- The restricted stock units will vest in 48 monthly installments beginning on January 1, 2021 and will expire on January 27, 2028.
- The restricted stock units will vest in 60 monthly installments beginning on July 1, 2021, will expire on June 15, 2031.
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