David Michael Barrett - 14 Jun 2023 Form 4 Insider Report for Expensify, Inc. (EXFY)

Role
Chief Executive Officer, Director
Signature
/s/ Ryan Schaffer, as attorney-in-fact
Issuer symbol
EXFY
Transactions as of
14 Jun 2023
Net transactions value
-$294,505
Form type
4
Filing time
16 Jun 2023, 20:41:28 UTC
Previous filing
05 Jun 2023
Next filing
14 Jul 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EXFY Class A Common Stock Award $6.96 +1 +0% $6.96 75,989 14 Jun 2023 Direct F1
transaction EXFY Class A Common Stock Award $0 +3,692 +4.9% $0.000000 79,681 14 Jun 2023 Direct F2
transaction EXFY Class A Common Stock Tax liability $9,422 -1,346 -1.7% $7.00 78,335 14 Jun 2023 Direct
transaction EXFY Class A Common Stock Sale $209,700 -30,000 -0.95% $6.99 3,122,676 14 Jun 2023 See note F3, F4, F5
transaction EXFY Class A Common Stock Options Exercise +14,463 +18% 92,798 15 Jun 2023 Direct F6
transaction EXFY Class A Common Stock Tax liability $75,390 -10,544 -11% $7.15 82,254 15 Jun 2023 Direct
transaction EXFY Class A Common Stock Conversion of derivative security +672 +0.02% 3,123,348 15 Jun 2023 See note F5, F7

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 EXFY Restricted Stock Units Options Exercise $0 -14,463 -3.8% $0.000000 361,578 15 Jun 2023 Class A Common Stock 14,463 Direct F6, F8
transaction EXFY Restricted Stock Units Options Exercise $0 -14,463 -3.8% $0.000000 361,578 15 Jun 2023 LT50 Common Stock 14,463 Direct F8, F9
transaction EXFY LT50 Common Stock Options Exercise $0 +14,463 +17% $0.000000 101,242 15 Jun 2023 Class A Common Stock 14,463 See note F9, F10, F11
transaction EXFY LT50 Common Stock Conversion of derivative security $0 -672 -0.02% $0.000000 3,583,932 15 Jun 2023 Class A Common Stock 672 See note F5, F10, F11
* 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 purchased pursuant to the Expensify, Inc. 2021 Stock Purchase and Matching Plan ("SPMP").
F2 Shares granted as matched shares pursuant to the SPMP.
F3 These sales on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 10, 2022. No other transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.86 to $7.07, inclusive. The reporting person undertakes to provide to Expensify, Inc., any security holder of Expensify, Inc., 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 ranges set forth in footnote (4) to this Form 4.
F5 By Barrett Trust LLC, a manager-managed limited liability company. The investment and voting decisions of Barrett Trust LLC are made by its manager, the Reporting Person, and its controlling member is the Barrett Family Trust, for which the Reporting Person serves as trustee.
F6 Each restricted stock unit represents the contingent right to receive one share of Class A common stock. This transaction represents the settlement of vested RSUs in shares of Class A Common Stock.
F7 LT50 Common Stock converted into Class A Common Stock on a one-for-one basis.
F8 The restricted stock units vest 12.5% on September 15, 2022 and 1/32nd each quarter thereafter, on December 15th, March 15th, June 15th and September 15th.
F9 Each restricted stock unit represents the contingent right to receive one share of LT50 common stock. This transaction represents the settlement of vested RSUs in shares of LT50 Common Stock.
F10 The LT50 Common Stock is convertible into the Issuer's Class A Common Stock on a one-to-one basis only upon, and generally cannot be transferred without, satisfaction of certain notice and other requirements, including a notice period of 50 months. The LT50 Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis at such time as all of the then-outstanding shares of LT10 and LT50 Common Stock represent, in the aggregate, less than 2% of all then-outstanding shares of common stock.
F11 Deposited into the Expensify Voting Trust (the "Voting Trust"). The Reporting Person retains investment control and dispositive power over the shares deposited into the Voting Trust.