Jennifer Y. Hyman - 01 Aug 2023 Form 4 Insider Report for Rent the Runway, Inc. (RENT)

Role
CEO & Chair, Director
Signature
/s/ Cara Schembri as Attorney in- fact for Jennifer Y. Hyman
Issuer symbol
RENT
Transactions as of
01 Aug 2023
Net transactions value
-$15,617
Form type
4
Filing time
04 Aug 2023, 17:16:17 UTC
Previous filing
13 Jul 2023
Next filing
18 Sep 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RENT Class A Common Stock Conversion of derivative security $0 +9,386 +0.3% $0.000000 3,099,892 02 Aug 2023 Direct F1, F2
transaction RENT Class A Common Stock Sale $15,617 -9,386 -0.3% $1.66 3,090,506 02 Aug 2023 Direct F1, F3, F4

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 RENT Restricted Stock Units Options Exercise $0 -12,931 -33% $0.000000 25,863 01 Aug 2023 Class B Common Stock 12,931 Direct F5
transaction RENT Class B Common Stock Options Exercise $0 +12,931 +1.1% $0.000000 1,141,408 01 Aug 2023 Class A Common Stock 12,931 Direct F6, F7
transaction RENT Restricted Stock Units Options Exercise $0 -3,180 -10% $0.000000 28,621 01 Aug 2023 Class B Common Stock 3,180 Direct F8
transaction RENT Class B Common Stock Options Exercise $0 +3,180 +0.28% $0.000000 1,151,588 01 Aug 2023 Class A Common Stock 3,180 Direct F6
transaction RENT Class B Common Stock Conversion of derivative security $0 -9,386 -0.82% $0.000000 1,142,202 02 Aug 2023 Class A Common Stock 9,386 Direct F1, F6
holding RENT Class B Common Stock 123,108 01 Aug 2023 Class A Common Stock 123,108 Held by spouse F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Shares of Class B common stock were converted to Class A common stock and sold solely to cover taxes upon the vesting of restricted stock units pursuant to a standing Rule 10b5-1 instruction dated December 22, 2021.
F2 The Reporting Person historically reported certain unvested awards of restricted stock units that were convertible into Class A common stock in Table II. Beginning with this Form 4, the Reporting Person reports all unvested restricted stock units that are convertible into Class A common Stock in Table I. The total in Column 5 has been adjusted accordingly to reflect 595,337 restricted stock units that were previously reported in Table II. In addition, the Reporting Person's Form 4 dated February 1, 2023 overstated the number of shares sold by 356 shares, which has also been reflected in Column 5 herein.
F3 Represents the Reporting Person's pro rata portion of the total shares sold on the transaction date to cover taxes upon vesting of restricted stock units for certain employees of the Issuer.
F4 The price reported in Column 4 is a weighted average price of all shares sold on the transaction date by the Issuer's broker to cover taxes upon the vesting of restricted stock units for certain employees of the Issuer. These shares were sold in multiple transactions at prices ranging from $1.61 to $1.77, inclusive. The amount reflected has been rounded to four decimal points.The Reporting Person undertakes to provide to 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.
F5 Each restricted stock unit represents the contingent right to receive one share of the Issuer's Class B common stock. The restricted stock units vest in three remaining substantially equal quarterly installments.
F6 Each restricted stock unit represents the contingent right to receive one share of the Issuer's Class B Common Stock. The restricted stock units vest in nine remaining substantially equal quarterly installments.
F7 The Reporting Person's Form 4s subsequent to February 1, 2023 understated the number of shares of Class B common stock held by the Reporting Person by 356 shares, which has been corrected herein.
F8 Each RSU represents the contingent right to receive one share of the Issuer's Class B common stock. The RSUs vest in ten remaining substantially equal quarterly installments.