0001628280-23-008663.txt : 20230321 0001628280-23-008663.hdr.sgml : 20230321 20230320202556 ACCESSION NUMBER: 0001628280-23-008663 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230321 DATE AS OF CHANGE: 20230320 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIGS, Inc. CENTRAL INDEX KEY: 0001846576 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-92580 FILM NUMBER: 23747639 BUSINESS ADDRESS: STREET 1: 2834 COLORADO AVENUE STREET 2: SUITE 100 CITY: SANTA MONICA STATE: CA ZIP: 90404 BUSINESS PHONE: 420-500-8209 MAIL ADDRESS: STREET 1: 2834 COLORADO AVENUE STREET 2: SUITE 100 CITY: SANTA MONICA STATE: CA ZIP: 90404 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Spear Catherine Eva CENTRAL INDEX KEY: 0001820448 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 16 FUNSTON AVENUE, SUITE A STREET 2: THE PRESIDIO OF SAN FRANCISCO CITY: SAN FRANCISCO STATE: CA ZIP: 94129 SC 13D/A 1 a2023-03x20schedule13daspe.htm SC 13D/A Document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 3)*

FIGS, Inc.
(Name of Issuer)

Class A Common Stock, $0.0001 par value per share
(Title of Class of Securities)

30260D103
(CUSIP Number)

Todd Maron
c/o FIGS, Inc.
2834 Colorado Avenue, Suite 100
Santa Monica, CA 90404
(424) 300-8330
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 16, 2023
(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.
_____________
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



CUSIP No. 30260D10313D
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1
Names of Reporting Persons
Catherine Spear
2
Check the Appropriate Box if a Member of a Group    (a) [X]
     (b) [ ]
3SEC Use Only
4
Source of Funds (See Instructions)

OO
5Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e) [ ]
6
Citizenship or Place of Organization

United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH
7
Sole Voting Power

20,197,145
8
Shared Voting Power

141
9
Sole Dispositive Power

 20,197,145
10
Shared Dispositive Power

141
11
Aggregate Amount Beneficially Owned by Each Reporting Person

20,197,286
12
Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
13
Percent of Class Represented by Amount in Row (11)

11.30%
14
Type of Reporting Person

IN





CUSIP No. 30260D10313D
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EXPLANATORY NOTE

This Amendment No. 3 to Schedule 13D amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission (the “SEC”) on May 26, 2022 (as amended, the “Schedule 13D”), relating to the Class A Common Stock, $0.0001 par value per share (the “Class A Common Stock”), of FIGS, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.

Item 5. Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:
(a) – (b)
•Amount beneficially owned: 20,197,286
•Percent of Class: 11.30%
•Number of shares the Reporting Person has:
◦Sole power to vote or direct the vote: 20,197,145
◦Shared power to vote: 141
◦Sole power to dispose or direct the disposition of: 20,197,145
◦Shared power to dispose or direct the disposition of: 141
The Reporting Person is the record holder of 35,510 shares of Class A Common Stock and 845,380 shares of Class B Common Stock, which are convertible at any time at the option of the Reporting Person into shares of Class A Common Stock of the Issuer on a one-to-one basis. In addition, the Reporting Person holds options to purchase 14,402,629 shares of Class A Common Stock, that are exercisable within 60 days of the date hereof.
The Reporting Person may also be deemed to beneficially own (i) 797,073 shares of Class A Common Stock and 4,116,553 shares of Class B Common Stock held of record by various trusts, which are convertible at any time at the option of the Reporting Person into shares of Class A Common Stock on a one-to-one basis and (ii) 141 shares of Class A Common Stock held of record by Hollywood Capital Partners LLC, of which the Reporting Person and Heather Hasson, the Issuer’s Executive Chair, are the sole members.
The above percentage is based upon 159,383,436 shares of Class A Common Stock outstanding as of January 31, 2023 based on the Annual Report on Form 10-K filed with the SEC on February 28, 2023.
In addition, as discussed in Item 2 above, by virtue of the agreements made pursuant to the Voting Agreement, the Voting Parties may be deemed to be a group for purposes of Rule 13d-3 under the Exchange Act. Except for the shares of Class A Common Stock held by Hollywood Capital Partners LLC, shares beneficially owned by the other Voting Parties are not the subject of this Schedule 13D and accordingly, none of the other Voting Parties are included as reporting


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persons herein. The Reporting Person expressly disclaims beneficial ownership over any shares of Class A Common Stock that are beneficially owned by the other Voting Parties in the group and that it may be deemed to beneficially own solely by reason of the Voting Agreement.

(c) Since the most recent filing on Schedule 13D and as previously disclosed on a Form 4 filed on March 8, 2023, (i) on March 7, 2023 the Reporting Person purchased 750,000 shares of Class A Common Stock in a series of open market transactions at a weighted average price of $6.3159 per share and (ii) on March 8, 2023 the Reporting Person purchased 40,000 shares of Class A Common Stock in a series of open market transactions at a weighted average price of $6.0616 per share.

(d)    None.
(e)    Not applicable.




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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:    March 20, 2023
/s/ Catherine Spear        
Catherine Spear