Filing Details
- Accession Number:
- 0001104659-23-032310
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-03-14 16:33:00
- Reporting Period:
- 2023-03-10
- Accepted Time:
- 2023-03-14 16:33:00
- 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 | 2023-03-10 | 6,517 | $0.00 | 6,623 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2023-03-10 | 6,517 | $11.04 | 106 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| 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 | Restricted Stock Units | Disposition | 2023-03-10 | 2,406 | $0.00 | 2,406 | $0.00 |
| Class B Common Stock | Restricted Stock Units | Disposition | 2023-03-10 | 4,545 | $0.00 | 4,545 | $0.00 |
| Class B Common Stock | Restricted Stock Units | Disposition | 2023-03-10 | 4,332 | $0.00 | 4,332 | $0.00 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2023-03-10 | 11,283 | $0.00 | 11,283 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2023-03-10 | 6,517 | $0.00 | 6,517 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | M | Direct | ||
| 16,807 | No | 4 | M | Direct | ||
| 33,066 | No | 4 | M | Direct | ||
| 4,214,577 | No | 4 | M | Direct | ||
| 4,208,060 | 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 | 928,282 | 928,282 | 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 | 385,221 | 385,221 | Indirect | ||
| Class A Common Stock | Class B Common Stock | $0.00 | 800,000 | 800,000 | Indirect | ||
| Class A Common Stock | Class B Common Stock | $0.00 | 1,000,000 | 1,000,000 | Indirect |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 928,282 | 928,282 | Direct | |
| 200,000 | 200,000 | Indirect | |
| 200,000 | 200,000 | Indirect | |
| 1,519,661 | 1,519,661 | Indirect | |
| 385,221 | 385,221 | Indirect | |
| 800,000 | 800,000 | Indirect | |
| 1,000,000 | 1,000,000 | Indirect |
Footnotes
- These share sales are required by the Issuer's equity compensation plan to cover taxes due on restricted stock units ("RSUs") that vested.
- Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock.
- This filing relates to the occurrence of a RSU vesting event.
- Represents a transfer of 1,000,000 shares of the Issuer's Class B Common Stock previously reported as directly held by the Reporting Person to Sky Scorpio Trust, which transfer was exempt pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.
- The RSUs will vest in 48 monthly installments beginning on January 1, 2019.
- The RSUs will vest in 48 monthly installments beginning on January 1, 2020.
- The RSUs will vest in 48 monthly installments beginning on January 1, 2021.
- 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 the board 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, or otherwise 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.
- The RSUs will vest in 60 monthly installments beginning on July 1, 2021.
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