Filing Details
- Accession Number:
- 0001476840-24-000037
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-03-28 20:13:31
- Reporting Period:
- 2024-03-15
- Accepted Time:
- 2024-03-28 20:13:31
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1476840 | Expensify Inc. | EXFY | Services-Prepackaged Software (7372) | 270239450 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1892682 | Michael David Barrett | C/O Expensify, Inc. 401 Sw 5Th Ave Portland OR 97204 | 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 | 2024-03-15 | 5,058 | $0.00 | 132,769 | No | 4 | A | Direct | |
| Class A Common Stock | Disposition | 2024-03-15 | 1,937 | $2.00 | 130,832 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2024-03-15 | 14,463 | $0.00 | 145,295 | No | 4 | M | Direct | |
| Class A Common Stock | Disposition | 2024-03-20 | 11,627 | $1.91 | 133,668 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-03-20 | 82,608 | $1.83 | 1,718,630 | No | 4 | S | Indirect | See note |
| Class A Common Stock | Disposition | 2024-03-21 | 81,419 | $1.86 | 1,637,211 | No | 4 | S | Indirect | See note |
| Class A Common Stock | Disposition | 2024-03-22 | 83,289 | $1.82 | 1,553,922 | No | 4 | S | Indirect | See note |
| Class A Common Stock | Disposition | 2024-03-25 | 85,730 | $1.77 | 1,468,192 | No | 4 | S | Indirect | See note |
| Class A Common Stock | Disposition | 2024-03-26 | 89,069 | $1.70 | 1,379,123 | No | 4 | S | Indirect | See note |
| Class A Common Stock | Disposition | 2024-03-27 | 54,685 | $1.74 | 1,324,438 | No | 4 | S | Indirect | See note |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | A | Direct | |
| No | 4 | S | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Indirect | See note |
| No | 4 | S | Indirect | See note |
| No | 4 | S | Indirect | See note |
| No | 4 | S | Indirect | See note |
| No | 4 | S | Indirect | See note |
| No | 4 | S | Indirect | See note |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | Restricted Stock Units | Disposition | 2024-03-15 | 14,463 | $0.00 | 14,463 | $0.00 |
| Lt50 Common Stock | Restricted Stock Units | Disposition | 2024-03-15 | 14,463 | $0.00 | 14,463 | $0.00 |
| Class A Common Stock | LT50 Common Stock | Acquisiton | 2024-03-15 | 14,463 | $0.00 | 14,463 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 318,189 | 2029-12-15 | No | 4 | M | Direct | |
| 318,189 | 2029-12-15 | No | 4 | M | Direct | |
| 144,631 | No | 4 | M | Indirect |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | LT50 Common Stock | $0.00 | 3,583,249 | 3,583,249 | Indirect |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 3,583,249 | 3,583,249 | Indirect |
Footnotes
- Shares granted as matched shares pursuant to the Expensify, Inc. 2021 Stock Purchase and Matching Plan ("SPMP").
- Represents the Reporting Person's pro rata portion of the total shares sold on the transaction date to cover taxes for shares granted as matched shares under the SPMP for certain employees of the Issuer.
- The price reported in Column 4 is a weighted average price of all shares sold on the transaction date by the Issuer's broker to cover taxes for shares granted as matched shares under the SPMP for certain employees of the Issuer. These shares were sold in multiple transactions at prices ranging from $1.94 to $2.04, inclusive. The Reporting Person undertakes to provide to 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.
- Each restricted stock unit ("RSU") represents the contingent right to receive one share of Class A common stock. This transaction represents the settlement of vested RSUs in shares of Class A Common Stock.
- Represents the Reporting Person's pro rata portion of the total shares sold on the transaction date to cover taxes upon the vesting of RSUs for certain employees of the Issuer.
- The price reported in Column 4 is a weighted average price of all shares sold on the transaction date by the Issuer's broker to cover taxes upon the vesting of restricted stock units for certain employees of the Issuer. These shares were sold in multiple transactions at prices ranging from $1.87 to $1.93, inclusive. The reporting person undertakes to provide to 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 ranges set forth in this footnote.
- This transaction reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 15, 2023.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.76 to $1.92, inclusive. The reporting person undertakes to provide to 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 ranges set forth in this footnote.
- By Barrett Trust LLC, a manager-managed limited liability company. The investment and voting decisions of Barrett Trust LLC are made by its manager, the Reporting Person, and its controlling member is the Barrett Family Trust, for which the Reporting Person serves as trustee.
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.82 to $1.95, inclusive. The reporting person undertakes to provide to 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 ranges 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 $1.79 to $1.89, inclusive. The reporting person undertakes to provide to 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 ranges 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 $1.74 to $1.85, inclusive. The reporting person undertakes to provide to 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 ranges 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 $1.68 to $1.76, inclusive. The reporting person undertakes to provide to 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 ranges 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 $1.70 to $1.77, inclusive. The reporting person undertakes to provide to 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 ranges set forth in this footnote.
- The RSUs vest 12.5% on September 15, 2022 and 1/32nd each quarter thereafter, on December 15th, March 15th, June 15th and September 15th.
- Each RSU represents the contingent right to receive one share of LT50 common stock. This transaction represents the settlement of vested RSUs in shares of LT50 Common Stock.
- The LT50 Common Stock is convertible into the Issuer's Class A Common Stock on a one-to-one basis only upon, and generally cannot be transferred without, satisfaction of certain notice and other requirements, including a notice period of 50 months. The LT50 Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis at such time as all of the then-outstanding shares of LT10 and LT50 Common Stock represent, in the aggregate, less than 2% of all then-outstanding shares of common stock.
- Deposited into the Expensify Voting Trust (the "Voting Trust"). The Reporting Person retains investment control and dispositive power over the shares deposited into the Voting Trust.
Billionaire Hedge Funds
