0001104659-21-149313.txt : 20211213 0001104659-21-149313.hdr.sgml : 20211213 20211213215306 ACCESSION NUMBER: 0001104659-21-149313 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211209 FILED AS OF DATE: 20211213 DATE AS OF CHANGE: 20211213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Blumenthal Neil Harris CENTRAL INDEX KEY: 0001883345 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40825 FILM NUMBER: 211489536 MAIL ADDRESS: STREET 1: C/O WARBY PARKER INC. STREET 2: 233 SPRING STREET, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10013 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Warby Parker Inc. CENTRAL INDEX KEY: 0001504776 STANDARD INDUSTRIAL CLASSIFICATION: OPHTHALMIC GOODS [3851] IRS NUMBER: 800423634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 233 SPRING STREET STREET 2: 6TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10013 BUSINESS PHONE: (646) 847-7215 MAIL ADDRESS: STREET 1: 233 SPRING STREET STREET 2: 6TH FLOOR EAST CITY: NEW YORK STATE: NY ZIP: 10013 FORMER COMPANY: FORMER CONFORMED NAME: JAND, Inc. DATE OF NAME CHANGE: 20101102 4 1 tm2135330-5_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-12-09 0 0001504776 Warby Parker Inc. WRBY 0001883345 Blumenthal Neil Harris C/O WARBY PARKER INC., 233 SPRING STREET, 6TH FLOOR EAST NEW YORK NY 10013 1 1 0 0 Co-Chief Executive Officer Class A Common Stock 2021-12-09 4 C 0 80000 0 A 80047 D Class A Common Stock 2021-12-09 4 S 0 80000 47.11 D 47 D Class A Common Stock 2021-12-10 4 C 0 40376 0 A 40423 D Class A Common Stock 2021-12-10 4 S 0 40376 47.05 D 47 D Class A Common Stock 2021-12-10 4 C 0 4841 0 A 4888 D Class A Common Stock 2021-12-10 4 S 0 4841 46.46 D 47 D Class A Common Stock 2021-12-13 4 C 0 172124 0 A 172171 D Class A Common Stock 2021-12-13 4 S 0 172124 46.0001 D 47 D Class A Common Stock 200000 I By Royal Blue Aries Trust Class A Common Stock 200000 I By Tiffany Blue Gemini Trust Stock Option (Right to Buy) 0.72 2021-12-09 4 M 0 130000 0 D Class B Common Stock 130000 576390 D Class B Common Stock 2021-12-09 4 M 0 130000 0 A Class A Common Stock 130000 2940407 D Class B Common Stock 2021-12-09 4 C 0 80000 0 D Class A Common Stock 80000 2860407 D Stock Option (Right to Buy) 0.72 2021-12-10 4 M 0 62500 0 D Class B Common Stock 62500 513890 D Class B Common Stock 2021-12-10 4 M 0 62500 0 A Class A Common Stock 62500 2922907 D Class B Common Stock 2021-12-10 4 C 0 40376 0 D Class A Common Stock 40376 2882531 D Restricted Stock Units 2021-12-10 4 M 0 2405 0 D Class B Common Stock 2405 16836 D Restricted Stock Units 2021-12-10 4 M 0 2888 0 D Class B Common Stock 2888 39531 D Restricted Stock Units 2021-12-10 4 M 0 3030 0 D Class B Common Stock 3030 54723 D Class B Common Stock 2021-12-10 4 M 0 8323 0 A Class A Common Stock 8323 2890854 D Class B Common Stock 2021-12-10 4 C 0 4841 0 D Class A Common Stock 4841 2886013 D Restricted Stock Units Class B Common Stock 0 940752 D Stock Option (Right to Buy) 0.72 2021-12-13 4 M 0 307500 0 D Class B Common Stock 307500 206390 D Class B Common Stock 2021-12-13 4 M 0 307500 0 A Class A Common Stock 307500 3193513 D Class B Common Stock 2021-12-13 4 C 0 172174 0 D Class A Common Stock 172124 3021389 D Class B Common Stock Class A Common Stock 200000 200000 I By Royal Blue Aires Trust Class B Common Stock Class A Common Stock 200000 200000 I By Tiffany Blue Gemini Trust Class B Common Stock Class A Common Stock 1519661 1519661 I By Neil H. Blumenthal 2011 Family Trust Class B Common Stock Class A Common Stock 399402 399402 I By Teal Aquarius Trust Class B Common Stock Class A Common Stock 800000 800000 I By Cobalt Pisces Trust Includes 47 shares of Class A Common Stock acquired in a pro rata distribution in-kind, the acquisition of which was exempt from reporting pursuant to Rule 16a-9 of the Securities Exchange Act of 1934, as amended. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.00 to $47.53 The reporting person undertakes to provide 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.50 to $47.00 The reporting person undertakes to provide 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 Stock option was granted on July 27, 2012, is fully vested, and will expire on July 26, 2022. The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (i) transfer of Class B common stock to a person or entity that is not in the transferor's permitted ownership group, (ii) October 1, 2031, (iii) with respect to any Class B common stock held by any person or entity in Neil Blumenthal's permitted ownership group, (A) such time as Neil Blumenthal is removed or resigns from theboard of directors, or otherwise ceases to serve as a director, (B) such time as Neil Blumenthal ceases to be either an employee, officer or consultant of the Company or any of its subsidiaries, or (C) the date that is 12 months after the death or disability of Neil Blumenthal, and (iv) with respect to any Class B common stock held by any person or entity in Dave Gilboa's permitted ownership group, (A) such time as Dave Gilboa is removed or resigns from the board of directors, orotherwise ceases to serve as a director, (B) such time as Dave Gilboa ceases to be either an employee, officer or consultant of the Company or any of its subsidiaries, or (C) the date that is 12 months after the death or disability of Dave Gilboa. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. This filing relates to the occurrence of a RSU vesting event. The restricted stock units will vest in 48 monthly installments beginning on January 1, 2019 and will expire on May 1, 2026. The restricted stock units will vest in 48 monthly installments beginning on January 1, 2020 and will expire on November 19, 2026. The restricted stock units will vest in 48 monthly installments beginning on January 1, 2021 and will expire on January 27, 2028. The restricted stock units will vest in 60 monthly installments beginning on July 1, 2021, will expire on June 15, 2031. /s/ Hyung Bak, Attorney-in-Fact 2021-12-13