Warby Parker Inc.·4

May 21, 4:48 PM ET

Blumenthal Neil Harris 4

4 · Warby Parker Inc. · Filed May 21, 2026

Research Summary

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Warby Parker (WRBY) CEO Neil Blumenthal Sells 63,040 Shares

What Happened Neil Blumenthal, co‑founder and CEO of Warby Parker (WRBY), converted 63,040 shares of Class B common stock into Class A common stock (no cash consideration) and sold those 63,040 Class A shares in the open market on May 19, 2026. The shares were sold at an average execution price of $30.03, generating gross proceeds of approximately $1,893,091. The sale was executed pursuant to a Rule 10b5‑1 trading plan adopted by Mr. Blumenthal on September 16, 2025.

Key Details

  • Transaction date: May 19, 2026.
  • Action: Conversion of Class B to Class A (no cash) followed by open‑market sale of 63,040 shares.
  • Sale price: Average $30.03 per share (range reported: $29.99–$30.19); total proceeds ≈ $1,893,091. (Average rounded to nearest cent; detailed per‑trade breakdown available on request.)
  • Plan/footnotes: Sales effected under a pre‑arranged Rule 10b5‑1 trading plan (adopted Sept 16, 2025). Class B → Class A conversion is one‑for‑one under the company’s charter (see filing footnote).
  • Shares owned after transaction: Not specified in the provided Form 4 excerpt.
  • Filing timeliness: Form 4 filed May 21, 2026 for transactions on May 19, 2026 (appears timely).

Context

  • The conversion here reflects changing share class (Class B to Class A) rather than an options exercise; conversion carried no cash cost. The converted shares were immediately sold, so this was effectively a disposition of previously held founder‑class shares.
  • The sale being under a 10b5‑1 plan indicates it was a pre‑arranged, rule‑compliant trade rather than an ad hoc decision; such plans are commonly used to avoid concerns about trading on nonpublic information.
  • Sales by insiders are often routine (liquidity, diversification, tax planning) and do not by themselves indicate management’s view of the company; purchases generally carry more informational weight for retail investors.

Insider Transaction Report

Form 4
Period: 2026-05-19
Blumenthal Neil Harris
DirectorCo-Chief Executive Officer
Transactions
  • Conversion

    Class A Common Stock

    2026-05-19+63,040113,205 total
  • Sale

    Class A Common Stock

    [F1][F2]
    2026-05-19$30.03/sh63,040$1,893,09150,165 total
  • Conversion

    Class B Common Stock

    [F3][F4]
    2026-05-1963,0402,956,574 total
    Class A Common Stock (63,040 underlying)
Holdings
  • Class A Common Stock

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

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

    [F3][F4]
    (indirect: By Trust)
    Class A Common Stock (200,000 underlying)
    200,000
  • Class B Common Stock

    [F3][F4]
    (indirect: By Trust)
    Class A Common Stock (200,000 underlying)
    200,000
  • Class B Common Stock

    [F3][F4]
    (indirect: By Trust)
    Class A Common Stock (1,548,334 underlying)
    1,548,334
  • Class B Common Stock

    [F3][F4]
    (indirect: By Trust)
    Class A Common Stock (385,221 underlying)
    385,221
  • Class B Common Stock

    [F3][F4]
    (indirect: By Trust)
    Class A Common Stock (800,000 underlying)
    800,000
  • Class B Common Stock

    [F3][F4]
    (indirect: By Trust)
    Class A Common Stock (1,000,000 underlying)
    1,000,000
Footnotes (4)
  • [F1]These share sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 16, 2025.
  • [F2]The price reported in Column 4 is an average execution price rounded to the nearest hundredth. These shares were sold in multiple transactions at prices ranging from $29.99 to $30.19 inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price.
  • [F3]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,
  • [F4]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.
Signature
/s/ Chris Utecht, Attorney-in-Fact|2026-05-21

Documents

1 file
  • 4
    tm2615362-1_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT