0001209191-21-061068.txt : 20211019
0001209191-21-061068.hdr.sgml : 20211019
20211019203328
ACCESSION NUMBER: 0001209191-21-061068
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211015
FILED AS OF DATE: 20211019
DATE AS OF CHANGE: 20211019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Chuang Peiyen
CENTRAL INDEX KEY: 0001831819
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39775
FILM NUMBER: 211332488
MAIL ADDRESS:
STREET 1: ONE SANSOME STREET 40TH FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94104
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ContextLogic Inc.
CENTRAL INDEX KEY: 0001822250
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961]
IRS NUMBER: 272930953
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE SANSOME STREET 33RD FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94104
BUSINESS PHONE: 415-432-7323
MAIL ADDRESS:
STREET 1: ONE SANSOME STREET 33RD FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94104
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-10-15
0
0001822250
ContextLogic Inc.
WISH
0001831819
Chuang Peiyen
ONE SANSOME STREET, 33RD FLOOR
SAN FRANCISCO
CA
94104
0
1
0
0
Vice President of Operations
Class A Common Stock
2021-10-15
4
C
0
6133
0.00
A
192638
D
Restricted Stock Unit
0.00
2021-10-15
4
M
0
330
0.00
D
2024-05-25
Class B Common Stock
330
2340
D
Class B Common Stock
2021-10-15
4
M
0
330
0.00
A
Class A Common Stock
330
330
D
Restricted Stock Unit
0.00
2021-10-15
4
M
0
350
0.00
D
2025-08-19
Class B Common Stock
350
6590
D
Class B Common Stock
2021-10-15
4
M
0
350
0.00
A
Class A Common Stock
350
680
D
Restricted Stock Unit
0.00
2021-10-15
4
M
0
2630
0.00
D
2026-02-05
Class B Common Stock
2630
39500
D
Class B Common Stock
2021-10-15
4
M
0
2630
0.00
A
Class A Common Stock
2630
3310
D
Restricted Stock Unit
0.00
2021-10-15
4
M
0
740
0.00
D
2026-05-02
Class B Common Stock
740
16320
D
Class B Common Stock
2021-10-15
4
M
0
740
0.00
A
Class A Common Stock
740
4050
D
Restricted Stock Unit
0.00
2021-10-15
4
M
0
2083
0.00
D
2027-09-09
Class B Common Stock
2083
72921
D
Class B Common Stock
2021-10-15
4
M
0
2083
0.00
A
Class A Common Stock
2083
6133
D
Class B Common
2021-10-15
4
C
0
6133
0.00
D
Class A Common Stock
6133
0
D
Represents the conversion of Class B Common Stock, issued upon settlement of vested Restricted Stock Units ("RSUs"), into Class A Common Stock held of record by the Reporting Person.
This reported transaction represents the settlement of RSUs vested as of October 15, 2021.
Each RSU represents a contingent right to receive one share of Issuer's Class B Common Stock. Subject to the reporting person's continued service, 20% of the RSUs vested on April 24, 2018, and an additional 1/48th of the remaining RSUs vest quarterly thereafter for a period of 4 years.
All shares of Class B Common Stock will automatically convert, on a one-for-one basis, into shares of Class A Common Stock on the earliest of (i) any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions, (ii) the 7-year anniversary of the closing date of the issuer's initial public offering, (iii) the date on which the number of outstanding shares of Class B Common Stock represents less than 5% of the aggregate combined number of outstanding shares of Class A Common Stock and Class B Common Stock, (iv) the date specified by a vote of the holders of a majority of the then outstanding shares of Class B common stock, or (v) a date that is between 90 and 270 days, as determined by the board of directors, after the death or permanent incapacity of the issuer's founder, CEO, and Chairperson.
Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon any transfer, whether or not for value, except certain permitted transfers.
Each RSU represents a contingent right to receive one share of Issuer's Class B Common Stock. Subject to the reporting person's continued service, 20% of the RSUs vested on May 1, 2019, and an additional 1/60th of the RSUs vest monthly thereafter for a period of 4 years.
Each RSU represents a contingent right to receive one share of Issuer's Class B Common Stock. Subject to the reporting person's continued service, 1/4th of the RSUs vested on January 1, 2020, and 1/36th of the remaining RSUs vest monthly thereafter for a period of 3 years.
Each RSU represents a contingent right to receive one share of Issuer's Class B Common Stock. Subject to the reporting person's continued service, the RSUs vest on a monthly basis over a period of 4 years beginning on April 1, 2019, with 10% of the total RSUs vesting over the first year, 20% of the total vesting over the second year, 30% of the total vesting over the third year, and 40% of the total vesting over the fourth year.
Each RSU represents a contingent right to receive one share of Issuer's Class B Common Stock. Subject to the reporting person's continued service, 1/48th of the RSUs vest monthly for a period of 4 years beginning on October 1, 2020.
/s/ Renee Jackson, Attorney-in-Fact
2021-10-19