David A. Gilboa - 13 Sep 2024 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
13 Sep 2024
Net transactions value
$0
Form type
4
Filing time
17 Sep 2024, 17:00:10 UTC
Previous filing
10 Sep 2024
Next filing
05 Dec 2024
SEC
View on sec.gov

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 -400,000 -19% $0.000000 1,656,770 13 Sep 2024 Class A Common Stock 400,000 By David A. Gilboa 2012 Family Trust F1, F2, F3
holding WRBY Class B Common Stock 6,461,910 13 Sep 2024 Class A Common Stock 6,461,910 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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,
F2 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.
F3 These shares were gifted to an irrevocable family trust for which the reporting person has no voting or investment control. Upon the transfer, these shares were automatically converted to the Issuer's Class A Common Stock.