Pai Liu - Mar 15, 2022 Form 4 Insider Report for ContextLogic Inc. (WISH)

Role
Vice President of Data Science
Signature
/s/ Renee Jackson, Attorney-in-Fact
Stock symbol
WISH
Transactions as of
Mar 15, 2022
Transactions value $
$0
Form type
4
Date filed
3/17/2022, 07:07 PM
Previous filing
Feb 18, 2022
Next filing
Mar 21, 2022

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 +4.92K +4.62% $0.00 111K Mar 15, 2022 Direct F1

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 -2.46K -5.01% $0.00 46.7K Mar 15, 2022 Class B Common Stock 2.46K $0.00 Direct F2, F3
transaction WISH Class B Common Stock Options Exercise $0 +2.46K $0.00 2.46K Mar 15, 2022 Class A Common Stock 2.46K Direct F4, F5
transaction WISH Restricted Stock Unit Options Exercise $0 -2.46K -3.23% $0.00 73.7K Mar 15, 2022 Class B Common Stock 2.46K $0.00 Direct F2, F6
transaction WISH Class B Common Stock Options Exercise $0 +2.46K +99.88% $0.00 4.92K Mar 15, 2022 Class A Common Stock 2.46K Direct F4, F5
transaction WISH Class B Common Stock Conversion of derivative security $0 -4.92K -100% $0.00* 0 Mar 15, 2022 Class A Common Stock 4.92K Direct F4, F5
transaction WISH Restricted Stock Unit Award $0 +1.39M $0.00 1.39M Mar 15, 2022 Class A Common Stock 1.39M Direct F7, F8
* 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 This reported transaction represents the settlement of RSUs vested as of March 15, 2022.
F3 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, 25% of the RSUs vested on September 23, 2020, and an additional 1/36th of the RSUs vest monthly thereafter for a period of 3 years.
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, 1/48th of the RSUs vest monthly beginning on October 1, 2020 for a period of 4 years.
F7 The Reporting Person was granted RSUs which represent a contingent right to receive on share of Issuer's Class A Common Stock for each RSU.
F8 Subject to the Reporting Person's continuous service, 1/12th of the RSUs will vest on a quarterly basis beginning on May 15, 2022 (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 the procedures of the Company may prescribe at its discretion).