0001246360-18-001162.txt : 20180316 0001246360-18-001162.hdr.sgml : 20180316 20180316210711 ACCESSION NUMBER: 0001246360-18-001162 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180314 FILED AS OF DATE: 20180316 DATE AS OF CHANGE: 20180316 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HANSEN MARKA CENTRAL INDEX KEY: 0001388969 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38291 FILM NUMBER: 18697272 MAIL ADDRESS: STREET 1: 4 BATTERYMARCH PARK CITY: QUINCY STATE: MA ZIP: 02169 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Stitch Fix, Inc. CENTRAL INDEX KEY: 0001576942 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 275026540 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 BUSINESS ADDRESS: STREET 1: 1 MONTGOMERY STREET STREET 2: SUITE 1500 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 415-882-7765 MAIL ADDRESS: STREET 1: 1 MONTGOMERY STREET STREET 2: SUITE 1500 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 4 1 form.xml PRIMARY DOCUMENT X0306 4 2018-03-14 false 0001576942 Stitch Fix, Inc. SFIX 0001388969 HANSEN MARKA ONE MONTGOMERY TOWER SUITE 1500 SAN FRANCISCO CA 94104 true false false false Class A Common Stock 2018-03-14 4 C false 4900 0 A 4900 D Class A Common Stock 2018-03-14 4 S false 4900 22.4457 D 0 D Class A Common Stock 2018-03-15 4 C false 4900 0 A 4900 D Class A Common Stock 2018-03-15 4 S false 4900 21.5904 D 0 D Class A Common Stock 2018-03-16 4 C false 4900 0 A 4900 D Class A Common Stock 2018-03-16 4 S false 4900 20.189 D 0 D Class B Common Stock 0.064 2018-03-14 4 M false 4900 0 A Class A Common Stock 4900 4900 D Non-qualified Stock Option (Right to Buy) 0.064 2018-03-14 4 M false 4900 0 D 2023-04-24 Class B Common Stock 4900 70100 D Class B Common Stock 2018-03-14 4 C false 4900 0 D Class A Common Stock 4900 0 D Class B Common Stock 0.064 2018-03-15 4 M false 4900 0 A Class A Common Stock 4900 4900 D Non-qualified Stock Option (Right to Buy) 0.064 2018-03-15 4 M false 4900 0 D 2023-04-24 Class B Common Stock 4900 65200 D Class B Common Stock 2018-03-15 4 C false 4900 0 D Class A Common Stock 4900 0 D Class B Common Stock 0.064 2018-03-16 4 M false 4900 0 A Class A Common Stock 4900 4900 D Non-qualified Stock Option (Right to Buy) 0.064 2018-03-16 4 M false 4900 0 D 2023-04-24 Class B Common Stock 4900 60300 D Class B Common Stock 2018-03-16 4 C false 4900 0 D Class A Common Stock 4900 0 D Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date. Represents the conversion of Class B Common Stock into Class A Common Stock held of record by the Reporting Person. The stock option vests over four years, with 25% vesting on March 6, 2014 and the balance vesting in equal monthly installments over the remaining three years, subject to the individual's continued service through each vesting date. 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 and has no expiration date. Class B Common Stock will convert automatically into Class A Common Stock on the earlier of (i) the date on which the number of outstanding shares of Class B Common Stock represents less than 10% of the aggregate combined number of outstanding shares of Class A Common Stock and Class B Common Stock; (ii) ten years following the effective date of the Issuer's initial public offering; or (iii) the date specified by vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock (i) upon any transfer, whether or not for value (subject to certain exceptions), or (ii) in the event of the death or disability (as defined in the amended and restated certificate of incorporation of the Issuer) of the reporting person, shares of Class B Common Stock held by the reporting person or the reporting person's permitted estate planning entities will convert into Class A Common Stock. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $$22.15 to $22.75 per share. 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. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $21.50 to $21.78 per share. 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. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $20.005 to $20.70 per share. 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. /s/ Scott Darling, Attorney-in-Fact for Marka Hansen 2018-03-16