Heather Hasson - Dec 1, 2023 Form 4 Insider Report for FIGS, Inc. (FIGS)

Signature
/s/ Danielle Warner as Attorney-in-Fact for Heather Hasson
Stock symbol
FIGS
Transactions as of
Dec 1, 2023
Transactions value $
-$3,356,587
Form type
4
Date filed
12/5/2023, 06:14 PM
Previous filing
Nov 9, 2023
Next filing
Feb 8, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FIGS Class A Common Stock Sale -$2.81M -380K -35.22% $7.40 699K Dec 1, 2023 Direct F1
transaction FIGS Class A Common Stock Sale -$545K -73.8K -10.56% $7.39 625K Dec 4, 2023 Direct F2, F3
transaction FIGS Class A Common Stock Other $0 -98.2K -15.71% $0.00 527K Dec 5, 2023 Direct F4, F5
holding FIGS Class A Common Stock 8.34K Dec 1, 2023 Held by the Heather Hasson Revocable Trust
holding FIGS Class A Common Stock 141 Dec 1, 2023 Held by Hollywood Capital Partners LLC F6

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 FIGS Class B Common Stock Other $0 +98.2K +10.08% $0.00 1.07M Dec 5, 2023 Class A Common Stock 98.2K Direct F4, F7
holding FIGS Class B Common Stock 942K Dec 1, 2023 Class A Common Stock 942K Held by The Maple Tree Irrevocable Trust u/a/d 10/16/2020 F7
holding FIGS Class B Common Stock 799K Dec 1, 2023 Class A Common Stock 799K Held by the Heather Hasson Revocable Trust F7
* 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 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.1600 to $7.505 per share, inclusive. 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.
F2 REPRESENTS THE AGGREGATE NUMBER OF SHARES SOLD BY THE REPORTING PERSON SOLELY TO COVER REQUIRED TAXES AND FEES DUE UPON THE VESTING AND SETTLEMENT OF RESTRICTED STOCK UNITS ("RSUs"). THE SALES WERE MADE PURSUANT TO A 10B5-1 INSTRUCTION LETTER DELIVERED TO THE ISSUER ON MAY 9, 2023.
F3 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.3301 to $7.3909 per share, inclusive. 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.
F4 Upon vesting and settlement of RSUs for shares of the Issuer's Class A Common Stock, such shares were exchanged at a 1:1 ratio for shares of the Issuer's Class B Common Stock at the election of the Reporting Person pursuant to an equity award exchange right agreement between the Issuer and the Reporting Person (the "Equity Award Exchange Right Agreement").
F5 All but 4,149 of these securities are RSUs, each representing a contingent right to receive one share of the Issuer's Class A Common Stock. Upon vesting and settlement of certain of the RSUs, certain shares of the Issuer's Class A Common Stock held by the Reporting Person may be exchanged at a 1:1 ratio for shares of the Issuer's Class B Common Stock at the election of the Reporting Person pursuant to the Equity Award Exchange Right Agreement. In addition to the securities reported in this column, the Reporting Person beneficially owns 2,814,480 shares of the Issuer's Class B Common Stock directly and indirectly through various trusts, which are convertible at any time at the option of the Reporting Person into one share of Class A Common Stock, and which are reflected in Table II of this Form 4, and 13,483,873 shares of the Issuer's Class A Common Stock underlying vested options.
F6 The Reporting Person is a managing member of Hollywood Capital Partners LLC and disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.
F7 Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock. In addition, each share of Class B common stock will automatically convert into one share of Class A Common Stock upon transfer or certain other events as described in the Issuer's Amended and Restated Certificate of Incorporation. All shares of Class B Common Stock, if not previously converted, will automatically convert into Class A Common Stock on June 1, 2031.