Neil Harris Blumenthal - 10 Mar 2023 Form 4 Insider Report for Warby Parker Inc. (WRBY)

Role
Co-Chief Executive Officer, Director
Signature
/s/ Chris Utecht, Attorney-in-Fact
Issuer symbol
WRBY
Transactions as of
10 Mar 2023
Net transactions value
-$71,948
Form type
4
Filing time
14 Mar 2023, 16:33:00 UTC
Previous filing
19 Dec 2022
Next filing
13 Jun 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WRBY Class A Common Stock Conversion of derivative security $0 +6,517 +6148% $0.000000 6,623 10 Mar 2023 Direct
transaction WRBY Class A Common Stock Sale $71,948 -6,517 -98% $11.04 106 10 Mar 2023 Direct F1
holding WRBY Class A Common Stock 200,000 10 Mar 2023 By Royal Blue Aries Trust
holding WRBY Class A Common Stock 200,000 10 Mar 2023 By Tiffany Blue Gemini Trust

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction WRBY Restricted Stock Units Options Exercise $0 -2,406 -100% $0.000000* 0 10 Mar 2023 Class B Common Stock 2,406 Direct F2, F3, F5
transaction WRBY Restricted Stock Units Options Exercise $0 -4,545 -21% $0.000000 16,807 10 Mar 2023 Class B Common Stock 4,545 Direct F2, F3, F6
transaction WRBY Restricted Stock Units Options Exercise $0 -4,332 -12% $0.000000 33,066 10 Mar 2023 Class B Common Stock 4,332 Direct F2, F3, F7
transaction WRBY Class B Common Stock Options Exercise $0 +11,283 +0.27% $0.000000 4,214,577 10 Mar 2023 Class A Common Stock 11,283 Direct F4, F8, F9
transaction WRBY Class B Common Stock Conversion of derivative security $0 -6,517 -0.15% $0.000000 4,208,060 10 Mar 2023 Class A Common Stock 6,517 Direct F8, F9
holding WRBY Restricted Stock Units 928,282 10 Mar 2023 Class B Common Stock 928,282 Direct F2, F10
holding WRBY Class B Common Stock 200,000 10 Mar 2023 Class A Common Stock 200,000 By Royal Blue Aires Trust F8, F9
holding WRBY Class B Common Stock 200,000 10 Mar 2023 Class A Common Stock 200,000 By Tiffany Blue Gemini Trust F8, F9
holding WRBY Class B Common Stock 1,519,661 10 Mar 2023 Class A Common Stock 1,519,661 By Neil H. Blumenthal 2011 Family Trust F8, F9
holding WRBY Class B Common Stock 385,221 10 Mar 2023 Class A Common Stock 385,221 By Teal Aquarius Trust F8, F9
holding WRBY Class B Common Stock 800,000 10 Mar 2023 Class A Common Stock 800,000 By Cobalt Pisces Trust F8, F9
holding WRBY Class B Common Stock 1,000,000 10 Mar 2023 Class A Common Stock 1,000,000 By Sky Scorpio Trust F4, F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These share sales are required by the Issuer's equity compensation plan to cover taxes due on restricted stock units ("RSUs") that vested.
F2 Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock.
F3 This filing relates to the occurrence of a RSU vesting event.
F4 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.
F5 The RSUs will vest in 48 monthly installments beginning on January 1, 2019.
F6 The RSUs will vest in 48 monthly installments beginning on January 1, 2020.
F7 The RSUs will vest in 48 monthly installments beginning on January 1, 2021.
F8 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,
F9 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.
F10 The RSUs will vest in 60 monthly installments beginning on July 1, 2021.