Catherine Spear - Jul 1, 2021 Form 4 Insider Report for FIGS, Inc. (FIGS)

Signature
/s/ Danielle Warner, Attorney-in-Fact for Catherine Eva Spear
Stock symbol
FIGS
Transactions as of
Jul 1, 2021
Transactions value $
-$59,100,041
Form type
4
Date filed
9/20/2021, 09:48 PM
Previous filing
Jun 2, 2021
Next filing
Nov 17, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FIGS Class A Common Stock Conversion of derivative security +1.47M 1.47M Sep 20, 2021 Held by the Catherine Spear Revocable Trust F1
transaction FIGS Class A Common Stock Sale -$59.1M -1.47M -100% $40.25* 0 Sep 20, 2021 Held by the Catherine Spear Revocable Trust
holding FIGS Class A Common Stock 1.8M Jul 1, 2021 Direct F2

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 FIGS Class B Common Stock Gift -320K -24.54% 983K Jul 1, 2021 Class A Common Stock 320K Held by the Wingaersheek Irrevocable Trust I u/a/d 10/15/2020 F3, F4
transaction FIGS Class B Common Stock Gift +320K +13.9% 2.62M Jul 1, 2021 Class A Common Stock 320K Held by the Catherine Spear Revocable Trust F3, F4
transaction FIGS Class B Common Stock Gift -320K -24.54% 983K Jul 1, 2021 Class A Common Stock 320K Held by the Wingaersheek Irrevocable Trust II u/a/d 10/15/2020 F3, F5
transaction FIGS Class B Common Stock Gift +320K +12.2% 2.94M Jul 1, 2021 Class A Common Stock 320K Held by the Catherine Spear Revocable Trust F3, F5
transaction FIGS Class B Common Stock Conversion of derivative security $0 -1.47M -49.95% $0.00 1.47M Sep 20, 2021 Class A Common Stock 1.47M Held by the Catherine Spear Revocable Trust F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On September 20, 2021, the Reporting Person directed the sale of 1,468,324 shares of her Class B Common Stock, resulting in the automatic conversion of such shares of Class B Common Stock at a 1:1 ratio into shares of the Issuer's Class A Common Stock upon execution of the sale and pursuant to the terms of the Issuer's Amended and Restated Certificate of Incorporation.
F2 These securities are restricted stock units ("RSUs") each representing a contingent right to receive one share of the Issuer's Class A Common Stock. Upon vesting and settlement of the RSUs, the shares of the Issuer's Class A Common Stock held by the Reporting Person may be exchanged at a 1:1 ratio for shares of the Issuer's Class B Common Stock at the election of the Reporting Person pursuant to an equity award exchange right agreement between the Issuer and the Reporting Person, as previously approved by the Issuer's board of directors.
F3 Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock. In addition, each share of Class B Common Stock will automatically convert into one share of Class A Common Stock upon transfer or certain other events as described in the Issuer's Amended and Restated Certificate of Incorporation. All shares of Class B Common Stock, if not previously converted, will automatically convert into Class A Common Stock on June 1, 2031.
F4 On July 1, 2021, the Reporting Person transferred 319,734 shares of Class B Common Stock of the Issuer from the Wingaersheek Irrevocable Trust I u/a/d 10/15/2020 to the Catherine Spear Revocable Trust, of each of which the Reporting Person is trustee. The Reporting Person has voting and investment control over these shares.
F5 On July 1, 2021, the Reporting Person transferred 319,734 shares of Class B Common Stock of the Issuer from the Wingaersheek Irrevocable Trust II u/a/d 10/15/2020 to the Catherine Spear Revocable Trust, of each of which the Reporting Person is trustee. The Reporting Person has voting and investment control over these shares.