0001209191-21-056777.txt : 20210917
0001209191-21-056777.hdr.sgml : 20210917
20210917202805
ACCESSION NUMBER: 0001209191-21-056777
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210915
FILED AS OF DATE: 20210917
DATE AS OF CHANGE: 20210917
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Oliver Jennifer
CENTRAL INDEX KEY: 0001870569
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39775
FILM NUMBER: 211261844
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
2021-09-15
0
0001822250
ContextLogic Inc.
WISH
0001870569
Oliver Jennifer
ONE SANSOME STREET 40TH FLOOR
SAN FRANCISCO
CA
94104
0
1
0
0
Interim Co-CFO
Class A Common Stock
2021-09-15
4
C
0
1184
0.00
A
19087
D
Restricted Stock Unit
0.00
2021-09-15
4
M
0
290
0.00
D
2025-09-27
Class B Common Stock
290
6990
D
Class B Common Stock
2021-09-15
4
M
0
290
0.00
A
Class A Common Stock
290
290
D
Restricted Stock Unit
0.00
2021-09-15
4
M
0
310
0.00
D
2026-02-05
Class B Common Stock
310
4960
D
Class B Common Stock
2021-09-15
4
M
0
310
0.00
A
Class A Common Stock
310
600
D
Restricted Stock Unit
0.00
2021-09-15
4
M
0
31
0.00
D
2026-05-02
Class B Common Stock
31
601
D
Class B Common Stock
2021-09-15
4
M
0
31
0.00
A
Class A Common Stock
31
631
D
Restricted Stock Unit
0.00
2021-09-15
4
M
0
553
0.00
D
2027-09-28
Class B Common Stock
553
19908
D
Class B Common Stock
2021-09-15
4
M
0
553
0.00
A
Class A Common Stock
553
1184
D
Class B Common Stock
2021-09-15
4
C
0
1184
0.00
D
Class A Common Stock
1184
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 September 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 August 20, 2019, with 1/60th of the RSUs vesting monthly 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 sale 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 Common B Stock. Subject to the reporting person's continued service, 1/48th of the RSUs vest monthly beginning on May 1, 2019 for a period of 4 years.
Each RSU represents a contingent right to receive on share of Issuer's Class B Common Stock. Subject to the reporting person's continued service, 25% of the RSUs vested on January 1, 2020, with 1/48th of the RSUs vesting monthly thereafter for a period of 3 years.
/s/ Renee Jackson, Attorney-in-Fact
2021-09-17