X0306
4
2019-06-11
false
0001576942
Stitch Fix, Inc.
SFIX
0001558259
Darling Scott
1 MONTGOMERY STREET, SUITE 1500
SAN FRANCISCO
CA
94104
false
true
false
false
Chief Legal Officer & Sec
Class A Common Stock
2019-06-11
4
C
false
3000
0
A
62157
D
Class A Common Stock
2019-06-11
4
S
false
3000
30
D
59157
D
Class B Common Stock
4.94
2019-06-11
4
M
false
3000
0
A
Class A Common Stock
3000
3000
D
Employee Stock Option (Right to Buy)
4.94
2019-06-11
4
M
false
3000
0
D
2026-10-28
Class B Common Stock
3000
113000
D
Class B Common Stock
2019-06-11
4
C
false
3000
0
D
Class A Common Stock
3000
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% of the securities vesting on October 28, 2017 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.
Shares disposed of pursuant to a previously established Rule 10b5-1 plan.
/s/ Scott Darling
2019-06-13