Eric Liaw - Jan 1, 2022 Form 4 Insider Report for Honest Company, Inc. (HNST)

Role: Director
Signature: /s/ Brendan Sheehey, Attorney-in-Fact
Stock symbol: HNST
Transactions as of: Jan 1, 2022
Transactions value $: $0
Form type: 4
Date filed: 1/4/2022, 02:34 PM
Previous filing: Nov 17, 2021
Next filing: Feb 1, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HNST	Common Stock (RSUs)	Award	$0	+8.36K	+57.67%	$0.00	22.8K	Jan 1, 2022	Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Pursuant to the Issuer's Non-Employee Director Compensation Policy, directors may elect to receive an award of restricted stock units (RSUs) in lieu of an annual cash retainer for their service on the board. In accordance with the reporting person's election, the reporting person was issued the RSUs for the fiscal year 2022. The RSUs vest in four installments on March 31, 2022, June 30, 2022, September 30, 2022 and December 31, 2022 and are payable in an equivalent number of shares of the Issuer's Common Stock.
F2	Eric Liaw has entered into a Director Compensation Assignment Agreement, pursuant to which he has agreed to assign the beneficial interest in any equity awards granted to him for his service as director of the Issuer to Institutional Venture Management XIII, LLC ("IVM XIII"). Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, J. Sanford Miller and Dennis B. Phelps, Jr. as the managing directors of IVM XIII, may be deemed to have shared beneficial ownership of the equity awards granted to Eric Liaw. The reporting person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.

Content

Pursuant to the Issuer's Non-Employee Director Compensation Policy, directors may elect to receive an award of restricted stock units (RSUs) in lieu of an annual cash retainer for their service on the board. In accordance with the reporting person's election, the reporting person was issued the RSUs for the fiscal year 2022. The RSUs vest in four installments on March 31, 2022, June 30, 2022, September 30, 2022 and December 31, 2022 and are payable in an equivalent number of shares of the Issuer's Common Stock.

Eric Liaw has entered into a Director Compensation Assignment Agreement, pursuant to which he has agreed to assign the beneficial interest in any equity awards granted to him for his service as director of the Issuer to Institutional Venture Management XIII, LLC ("IVM XIII"). Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, J. Sanford Miller and Dennis B. Phelps, Jr. as the managing directors of IVM XIII, may be deemed to have shared beneficial ownership of the equity awards granted to Eric Liaw. The reporting person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.