Neil Harris Blumenthal - Dec 9, 2022 Form 4 Insider Report for Warby Parker Inc. (WRBY)

Role
Co-Chief Executive Officer, Director
Signature
/s/ Chris Utecht, Attorney-in-Fact
Stock symbol
WRBY
Transactions as of
Dec 9, 2022
Transactions value $
-$115,548
Form type
4
Date filed
12/13/2022, 07:51 PM
Previous filing
Sep 13, 2022
Next filing
Dec 19, 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 +7.04K +6638.68% $0.00 7.14K Dec 9, 2022 Direct
transaction WRBY Class A Common Stock Sale -$116K -7.04K -98.52% $16.42 106 Dec 9, 2022 Direct F1
holding WRBY Class A Common Stock 200K Dec 9, 2022 By Royal Blue Aries Trust
holding WRBY Class A Common Stock 200K Dec 9, 2022 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 Class B Common Stock Gift $0 +2M +62.54% $0.00 5.2M Sep 6, 2022 Class A Common Stock 2M Direct F4, F8, F9
transaction WRBY Restricted Stock Units Options Exercise $0 -3.61K -59.99% $0.00 2.41K Dec 9, 2022 Class B Common Stock 3.61K Direct F2, F3, F5
transaction WRBY Restricted Stock Units Options Exercise $0 -4.55K -17.55% $0.00 21.4K Dec 9, 2022 Class B Common Stock 4.55K Direct F2, F3, F6
transaction WRBY Restricted Stock Units Options Exercise $0 -4.33K -10.38% $0.00 37.4K Dec 9, 2022 Class B Common Stock 4.33K Direct F2, F3, F7
transaction WRBY Class B Common Stock Options Exercise $0 +12.5K +0.24% $0.00 5.21M Dec 9, 2022 Class A Common Stock 12.5K Direct F8, F9
transaction WRBY Class B Common Stock Conversion of derivative security $0 -7.04K -0.14% $0.00 5.2M Dec 9, 2022 Class A Common Stock 7.04K Direct F8, F9
holding WRBY Restricted Stock Units 939K Dec 9, 2022 Class A Common Stock 939K Direct F8, F9, F10
holding WRBY Class B Common Stock 200K Dec 9, 2022 Class A Common Stock 200K By Royal Blue Aires Trust F8, F9
holding WRBY Class B Common Stock 200K Dec 9, 2022 Class A Common Stock 200K By Tiffany Blue Gemini Trust F8, F9
holding WRBY Class B Common Stock 1.52M Dec 9, 2022 Class A Common Stock 1.52M By Neil H. Blumenthal 2011 Family Trust F8, F9
holding WRBY Class B Common Stock 385K Dec 9, 2022 Class A Common Stock 385K By Teal Aquarius Trust F8, F9
holding WRBY Class B Common Stock 800K Dec 9, 2022 Class A Common Stock 800K By Cobalt Pisces Trust 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 shares from a grantor retained annuity trust to the reporting person following the termination of the trust.
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.

Remarks:

Exhibit 24 - Power of Attorney