0001104659-23-125438.txt : 20231212 0001104659-23-125438.hdr.sgml : 20231212 20231212173230 ACCESSION NUMBER: 0001104659-23-125438 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231208 FILED AS OF DATE: 20231212 DATE AS OF CHANGE: 20231212 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: 231482210 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 tm2332712-3_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2023-12-08 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 0 Class A Common Stock 2023-12-08 4 C 0 56038 0 A 56144 D Class A Common Stock 2023-12-08 4 S 0 56038 10.56 D 106 D Class A Common Stock 200000 I By Royal Blue Aries Trust Class A Common Stock 200000 I By Tiffany Blue Gemini Trust Restricted Stock Units 2023-12-08 4 M 0 4545 0 D Class B Common Stock 4545 3172 D Restricted Stock Units 2023-12-08 4 M 0 4331 0 D Class B Common Stock 4331 20072 D Restricted Stock Units 2023-12-08 4 M 0 84295 0 D Class B Common Stock 84295 843987 D Class B Common Stock 2023-12-08 4 M 0 93171 0 A Class A Common Stock 93171 4308925 D Class B Common Stock 2023-12-08 4 C 0 56038 0 D Class A Common Stock 56038 4252887 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 385221 385221 I By Teal Aquarius Trust Class B Common Stock Class A Common Stock 800000 800000 I By Cobalt Pisces Trust Class B Common Stock Class A Common Stock 1000000 1000000 I By Sky Scorpio Trust These share sales are required by the Issuer's equity compensation plan to cover taxes due on restricted stock units ("RSUs") that vested. Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock. This filing relates to the occurrence of a RSU vesting event. The RSUs will vest in 48 monthly installments beginning on January 1, 2020. The RSUs will vest in 48 monthly installments beginning on January 1, 2021. The RSUs will vest in 60 monthly installments beginning on July 1, 2021. 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 the board 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, or otherwise 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. /s/ Chris Utecht, Attorney-in-Fact 2023-12-12