Neil Harris Blumenthal - 14 Dec 2021 Form 4 Insider Report for Warby Parker Inc. (WRBY)

Signature
/s/ Hyung Bak, Attorney-in-Fact
Issuer symbol
WRBY
Transactions as of
14 Dec 2021
Net transactions value
-$3,001,014
Form type
4
Filing time
16 Dec 2021, 20:30:46 UTC
Previous filing
13 Dec 2021
Next filing
14 Mar 2022

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 +65,847 +140100% $0.000000 65,894 16 Dec 2021 Direct
transaction WRBY Class A Common Stock Sale $2,923,785 -65,847 -100% $44.40 47 16 Dec 2021 Direct F1
transaction WRBY Class A Common Stock Conversion of derivative security $0 +1,732 +3685% $0.000000 1,779 16 Dec 2021 Direct
transaction WRBY Class A Common Stock Sale $77,230 -1,732 -97% $44.59 47 16 Dec 2021 Direct F2
holding WRBY Class A Common Stock 200,000 14 Dec 2021 By Royal Blue Aries Trust
holding WRBY Class A Common Stock 200,000 14 Dec 2021 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 Stock Option (Right to Buy) Options Exercise $0 -100,000 -48% $0.000000 106,390 14 Dec 2021 Class B Common Stock 100,000 $0.7200 Direct F3
transaction WRBY Class B Common Stock Options Exercise $0 +100,000 +3.3% $0.000000 3,121,389 14 Dec 2021 Class A Common Stock 100,000 Direct F4, F5
transaction WRBY Stock Option (Right to Buy) Options Exercise $0 -106,390 -100% $0.000000* 0 16 Dec 2021 Class B Common Stock 106,390 $0.7200 Direct F3
transaction WRBY Class B Common Stock Options Exercise $0 +106,390 +3.4% $0.000000 3,227,779 16 Dec 2021 Class A Common Stock 106,390 Direct F4, F5
transaction WRBY Class B Common Stock Conversion of derivative security $0 -65,847 -2% $0.000000 3,161,932 16 Dec 2021 Class A Common Stock 65,847 Direct F4, F5
transaction WRBY Restricted Stock Units Options Exercise $0 -1,732 -0.18% $0.000000 939,020 16 Dec 2021 Class B Common Stock 1,732 Direct F6, F7, F8
transaction WRBY Class B Common Stock Options Exercise $0 +1,732 +0.05% $0.000000 3,163,664 16 Dec 2021 Class A Common Stock 1,732 Direct F4, F5
transaction WRBY Class B Common Stock Conversion of derivative security $0 -1,732 -0.05% $0.000000 3,161,932 16 Dec 2021 Class A Common Stock 1,732 Direct F4, F5
holding WRBY Class B Common Stock 200,000 14 Dec 2021 Class A Common Stock 200,000 By Royal Blue Aires Trust F4, F5
holding WRBY Class B Common Stock 200,000 14 Dec 2021 Class A Common Stock 200,000 By Tiffany Blue Gemini Trust F4, F5
holding WRBY Class B Common Stock 1,519,661 14 Dec 2021 Class A Common Stock 1,519,661 By Neil H. Blumenthal 2011 Family Trust F4, F5
holding WRBY Class B Common Stock 399,402 14 Dec 2021 Class A Common Stock 399,402 By Teal Aquarius Trust F4, F5
holding WRBY Class B Common Stock 800,000 14 Dec 2021 Class A Common Stock 800,000 By Cobalt Pisces Trust F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. These shares were sold to cover taxes due on option exercises reported in Table II of this Form 4 in multiple transactions at prices ranging from $44.11 to $44.665 The reporting person undertakes to provide 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.
F2 Sale of Shares to cover taxes due on restricted stock units that vested on October 1, 2021 and November 1, 2021.
F3 The Stock option was granted on July 27, 2012, is fully vested, and will expire on July 26, 2022.
F4 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 theboard 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,
F5 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, orotherwise 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.
F6 Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.
F7 This filing relates to the occurrence of a RSU vesting event.
F8 The restricted stock units will vest in 60 monthly installments beginning on July 1, 2021, will expire on June 15, 2031.