Devang Shah - 15 Nov 2021 Form 4 Insider Report for ContextLogic Inc. (WISH)

Signature
/s/ Renee Jackson, Attorney-in-Fact
Issuer symbol
WISH
Transactions as of
15 Nov 2021
Net transactions value
$0
Form type
4
Filing time
17 Nov 2021, 20:21:58 UTC
Previous filing
29 Oct 2021
Next filing
19 Nov 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WISH Class A Common Stock Conversion of derivative security $0 +20,668 +21% $0.000000 118,867 15 Nov 2021 Direct F1
transaction WISH Class A Common Stock Options Exercise $0 +14,741 +12% $0.000000 133,608 15 Nov 2021 Direct
transaction WISH Class A Common Stock Options Exercise $0 +145,264 +109% $0.000000 278,872 15 Nov 2021 Direct

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 WISH Restricted Stock Unit Options Exercise $0 -9,560 -6.2% $0.000000 143,420 15 Nov 2021 Class B Common Stock 9,560 $0.000000 Direct F2, F3
transaction WISH Class B Common Stock Options Exercise $0 +9,560 $0.000000 9,560 15 Nov 2021 Class A Common Stock 9,560 Direct F4, F5
transaction WISH Restricted Stock Unit Options Exercise $0 -5,900 -4.5% $0.000000 123,940 15 Nov 2021 Class B Common Stock 5,900 $0.000000 Direct F3, F6
transaction WISH Class B Common Stock Options Exercise $0 +5,900 +62% $0.000000 15,460 15 Nov 2021 Class A Common Stock 5,900 Direct F4, F5
transaction WISH Restricted Stock Unit Options Exercise $0 -5,208 -2.8% $0.000000 180,088 15 Nov 2021 Class B Common Stock 5,208 $0.000000 Direct F3, F7
transaction WISH Class B Common Stock Options Exercise $0 +5,208 +34% $0.000000 20,668 15 Nov 2021 Class A Common Stock 5,208 Direct F4, F5
transaction WISH Class B Common Stock Conversion of derivative security $0 -20,668 -100% $0.000000* 0 15 Nov 2021 Class A Common Stock 20,668 Direct F1, F4, F5
transaction WISH Restricted Stock Unit Options Exercise $0 -14,741 -6.7% $0.000000 206,368 15 Nov 2021 Class A Common Stock 14,471 $0.000000 Direct F8, F9
transaction WISH Restricted Stock Unit Options Exercise $0 -145,264 -25% $0.000000 435,793 15 Nov 2021 Class A Common Stock 145,264 $0.000000 Direct F7, F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the conversion of Class B Common Stock, issued upon settlement of vested Restricted Stock Units ("RSUs"), into Class A Common Stock held of record by the Reporting Person.
F2 Each RSU represents a contingent right to receive one share of Issuer's Class B Common Stock. Subject to the reporting person's continued service, 20% of the RSUs vested on February 5, 2019, and 1/60th of the RSUs vest monthly thereafter for a period of 4 years.
F3 This reported transaction represents the settlement of RSUs vested as of November 15, 2021.
F4 All shares of Class B Common Stock will automatically convert, on a one-for-one basis, into shares of Class A Common Stock on the earliest of (i) any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions, (ii) the 7-year anniversary of the closing date of the issuer's initial public offering, (iii) the date on which the number of outstanding shares of Class B Common Stock represents less than 5% of the aggregate combined number of outstanding shares of Class A Common Stock and Class B Common Stock, (iv) the date specified by a vote of the holders of a majority of the then outstanding shares of Class B common stock, or (v) a date that is between 90 and 270 days, as determined by the board of directors, after the death or permanent incapacity of the issuer's founder, CEO, and Chairperson.
F5 Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except certain permitted transfers.
F6 Each RSU represents a contingent right to receive one share of Issuer's Class B Common Stock. Subject to the reporting person's continued service, the RSUs vest on a monthly basis over a period of 4 years beginning on May 1, 2019, with 10% of the total RSUs vesting over the first year, 20% of the total vesting over the second year, 30% of the total vesting over the third year, and 40% of the total vesting over the fourth year.
F7 Each RSU represents a contingent right to receive one share of Issuer's Class B Common Stock. Subject to the reporting person's continued employment, 1/48th of the RSUs vest on a monthly basis beginning on October 1, 2020 for a period of 4 years.
F8 Subject to the reporting person's continuous service, 6.25% of the RSUs will vest on a quarterly basis beginning on November 15, 2021 (with all quarterly vesting events occurring on a "Company Vesting Date" of February 15, May 15, August 15, or November 15). Vested RSUs will settle on or following the vesting date, but in any event within 60 days following the vesting date (unless the Reporting Person and the Company have agreed in writing to a later settlement date pursuant to procedures the Company may prescribe at its discretion).
F9 The Reporting Person was granted restricted stock units ("RSUs") which represent a contingent right to receive on share of Issuer's Class A Common Stock for each RSU.
F10 Subject to the reporting person's continuous service, 25% of the RSUs will vest on a quarterly basis beginning on November 15, 2021 (with all quarterly vesting events occurring on a "Company Vesting Date" of February 15, May 15, August 15, or November 15). Vested RSUs will settle on or following the vesting date, but in any event within 60 days following the vesting date (unless the Reporting Person and the Company have agreed in writing to a later settlement date pursuant to procedures the Company may prescribe at its discretion).