Warby Parker Inc.·4

Mar 6, 5:13 PM ET

Blumenthal Neil Harris 4

4 · Warby Parker Inc. · Filed Mar 6, 2026

Research Summary

AI-generated summary of this filing

Updated

Warby Parker (WRBY) CEO Neil Blumenthal Receives RSU Shares (Withholdings)

What Happened
Neil Blumenthal, co‑founder and CEO of Warby Parker (WRBY), had restricted stock units (RSUs) vest on March 5, 2026. The filing shows he acquired 58,115 shares through exercise/conversion of derivative awards (reported at $0.00 per share), and the company withheld 31,090 shares to cover required tax withholding. The withholding entries were reported at $27.36 per share, totaling $203,914 and $646,708 respectively (combined ≈ $850,622).

Key Details

  • Transaction date: March 5, 2026; Form 4 filed March 6, 2026 (timely filing).
  • Primary codes used: M = exercise/conversion of derivative (RSU conversion); F = payment of exercise price or tax withholding (shares withheld).
  • Shares acquired via vesting/conversion: 58,115 shares (reported at $0.00).
  • Shares withheld for taxes (disposed): 31,090 shares at $27.36/share, total ≈ $850,622.
  • Filing relates to an RSU vesting event (footnote). Some RSUs vest monthly under different schedules (36‑month and 60‑month installment schedules per footnotes).
  • Each RSU represents a contingent right to receive Class B common stock, which is convertible 1:1 into Class A common stock under specified conditions (footnotes).
  • Shares owned after the transactions: not specified in the provided filing details.

Context

  • This was an RSU vesting/cashless settlement event, not an open‑market buy or discretionary sale. Withholding shares to cover taxes (F) is routine and does not necessarily indicate bullish or bearish insider sentiment.
  • For derivative/RSU activity: the filing shows conversion/exercise of awards (M) and immediate withholding of a portion of shares for taxes (F), a common way to satisfy tax obligations without a separate cash payment.

Insider Transaction Report

Form 4
Period: 2026-03-05
Blumenthal Neil Harris
DirectorCo-Chief Executive Officer
Transactions
  • Exercise/Conversion

    Class A Common Stock

    2026-03-05+13,47557,618 total
  • Tax Payment

    Class A Common Stock

    [F1]
    2026-03-05$27.36/sh7,453$203,91450,165 total
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F3][F4]
    2026-03-0544,640422,424 total
    Class B Common Stock (44,640 underlying)
  • Exercise/Conversion

    Class B Common Stock

    [F5][F6]
    2026-03-05+44,6403,143,251 total
    Class A Common Stock (44,640 underlying)
  • Tax Payment

    Class B Common Stock

    [F5][F6][F7]
    2026-03-05$27.36/sh23,637$646,7083,119,614 total
    Class A Common Stock (23,637 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F8][F3][F9]
    2026-03-059,81575,253 total
    Class A Common Stock (9,815 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F8][F3][F10]
    2026-03-053,660128,133 total
    Class A Common Stock (3,660 underlying)
Holdings
  • Class A Common Stock

    (indirect: By Trust)
    200,000
  • Class A Common Stock

    (indirect: By Trust)
    200,000
  • Class B Common Stock

    [F5][F6]
    (indirect: By Trust)
    Class A Common Stock (200,000 underlying)
    200,000
  • Class B Common Stock

    [F5][F6]
    (indirect: By Trust)
    Class A Common Stock (200,000 underlying)
    200,000
  • Class B Common Stock

    [F5][F6]
    (indirect: By Trust)
    Class A Common Stock (1,548,334 underlying)
    1,548,334
  • Class B Common Stock

    [F5][F6]
    (indirect: By Trust)
    Class A Common Stock (385,221 underlying)
    385,221
  • Class B Common Stock

    [F5][F6]
    (indirect: By Trust)
    Class A Common Stock (800,000 underlying)
    800,000
  • Class B Common Stock

    [F5][F6]
    (indirect: By Trust)
    Class A Common Stock (1,000,000 underlying)
    1,000,000
Footnotes (10)
  • [F1]Represents shares of Class A Common Stock withheld by the Issuer to cover required tax withholding obligations in connection with the vesting of RSUs.
  • [F10]The RSUs will vest in 36 monthly installments beginning on January 1, 2026.
  • [F2]Each RSU represents a contingent right to receive one share of the Issuer's Class B Common Stock.
  • [F3]This filing relates to the occurrence of a RSU vesting event.
  • [F4]The RSUs will vest in 60 monthly installments beginning on July 1, 2021.
  • [F5]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,
  • [F6]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.
  • [F7]Represents shares of Class B Common Stock withheld by the Issuer to cover required tax withholding obligations in connection with the vesting of RSUs.
  • [F8]Each RSU represents a contingent right to receive one share of the Company's Class A Common Stock.
  • [F9]The RSUs will vest in 36 monthly installments beginning on January 1, 2025.
Signature
/s/ Chris Utecht, Attorney-in-Fact|2026-03-06

Documents

1 file
  • 4
    tm268224-3_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT