Dylan Field - Jun 30, 2025 Form 4 Insider Report for Figma, Inc. (FIG)

Signature
/s/ Brendan Mulligan, Attorney-in-Fact
Stock symbol
FIG
Transactions as of
Jun 30, 2025
Transactions value $
-$113,134,221
Form type
4
Date filed
8/1/2025, 08:22 PM
Next filing
Jul 30, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Field Dylan President & CEO, Director, 10%+ Owner C/O FIGMA, INC., 760 MARKET STREET, FLOOR 10, SAN FRANCISCO /s/ Brendan Mulligan, Attorney-in-Fact 2025-08-01 0002073586

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 FIG Restricted Stock Units Award $0 +14.5M $0.00 14.5M Jun 30, 2025 Class B Common Stock 14.5M Direct F1, F2, F3, F4
transaction FIG Restricted Stock Units Award $0 +14.5M $0.00 14.5M Jun 30, 2025 Class B Common Stock 14.5M Direct F1, F2, F4, F5
transaction FIG Stock Option (Right to Buy) Options Exercise $0 -812K -100% $0.00 0 Jun 30, 2025 Class B Common Stock 812K $23.19 Direct F6, F7, F8
transaction FIG Class B Common Stock Options Exercise $18.8M +812K +2.58% $23.19 32.3M Jun 30, 2025 Class A Common Stock 812K Direct F9, F10
transaction FIG Restricted Stock Units Options Exercise $0 -7.88M -100% $0.00 0 Jul 30, 2025 Class B Common Stock 7.88M Direct F1, F11
transaction FIG Class B Common Stock Options Exercise $0 +7.88M +24.35% $0.00 40.2M Jul 30, 2025 Class A Common Stock 7.88M Direct F9
transaction FIG Class B Common Stock Tax liability -$132M -4M -9.94% $33.00 36.2M Jul 30, 2025 Class A Common Stock 4M Direct F9, F12
holding FIG Class B Common Stock 1.14M Jun 30, 2025 Class A Common Stock 1.14M By Trust F9, F13
holding FIG Class B Common Stock 1.12M Jun 30, 2025 Class A Common Stock 1.12M By Trust F9, F14
holding FIG Class B Common Stock 15.8M Jun 30, 2025 Class A Common Stock 15.8M See footnote F9, F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement
F2 This RSU represents an equity security previously reported on the Reporting Person's Form 3, which was acquired through an exempt transaction with the Issuer. The grant of this RSU occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Exchange Act in connection with the Issuer's initial public offering ("IPO"), and the transaction is reported herein pursuant to Rule 16a-2(a).
F3 The award vests as to (i) 10% of the total award on the first anniversary of July 1, 2025, (ii) 20% of the total award on each of the second, third, and fourth anniversaries of July 1, 2025, and (iii) 30% of the total award on the fifth anniversary of July 1, 2025, so long as the Reporting Person is in continuous service through each applicable vesting date as the Issuer's Chief Executive Officer or in certain other eligible positions as reasonably determined by the Compensation Committee in its good faith discretion.
F4 These RSUs do not expire; they either vest or are cancelled prior to the vesting date.
F5 The award is subject to certain service-based and stock price-based vesting conditions, with the stock price-based vesting condition comprised of seven tranches that are eligible to vest based on the achievement of certain specified stock price targets. The performance period for each tranche begins on the Issuer's IPO and ends on the earlier of (i) the tenth anniversary of the Issuer's IPO or (ii) the occurrence of a change in control (as defined in the agreement governing the award). As to any portion of the award that satisfies the stock price-based vesting condition, the service-based vesting condition will be satisfied in seven substantially equal installments on each of the first seven anniversaries of July 1, 2025, so long as the Reporting Person is in continuous service through each applicable vesting date as the Issuer's Chief Executive Officer or in certain other eligible positions as reasonably determined by the Compensation Committee in its good faith discretion.
F6 The stock option exercise occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Exchange Act in connection with the Issuer's IPO, and the transaction is reported herein pursuant to Rule 16a-2(a).
F7 The options are fully vested.
F8 The award will expire upon the earlier of (a) August 21, 2029 and (b) the date that is one year following the Issuer's IPO.
F9 Each share of Class B Common Stock is convertible into one share of the lssuer's Class A Common Stock at any time, at the election of the holder or automatically upon certain transfers, whether or not for value, or upon the occurrence of certain events or conditions described in the Issuer's Amended and Restated Certificate of Incorporation.
F10 The issuance of shares of Class B Common Stock upon the exercise of stock options occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Exchange Act in connection with the Issuer's IPO, and the transaction is reported herein pursuant to Rule 16a-2(a).
F11 The award was granted subject to a performance-based vesting condition that was satisfied in connection with the Issuer's IPO, as well as a service-based vesting schedule. The original award, representing 11,250,000 RSUs, vested as to 10% of the total award on July 1, 2022, 20% of the total award on July 1, 2023, 30% of the total award on July 1, 2024, and 40% of the total award on July 1, 2025, subject to the Reporting Person's continued service to the Issuer on each vesting date. In May 2024, the Board of Directors modified the award to remove the performance-based vesting condition with respect to 3,375,000 RSUs for which the service-based vesting condition had been met as of the modification date, resulting in the settlement of such RSUs into shares of Class B common stock.
F12 The transaction represents the number of shares of Class B Common Stock withheld by the Issuer to satisfy tax withholding liabilities in connection with the net settlement of RSUs.
F13 These shares are held by the Dylan Field 2024 Annuity Trust, of which the Reporting Person is trustee.
F14 These shares are held by the Field 2021 Descendants Trust, of which Bryn Mawr Trust Company of Delaware serves as trustee and may be replaced at the discretion of the Reporting Person.
F15 These shares are held of record by LLL Investments LLC which is associated with the Reporting Person.