Gilboa David Abraham 4
4 · Warby Parker Inc. · Filed Jun 4, 2026
Research Summary
AI-generated summary of this filing
Warby Parker (WRBY) CEO Dave Gilboa Exercises RSUs; Shares Withheld
What Happened
Dave Gilboa, Chief Executive Officer of Warby Parker (WRBY), reported the vesting/conversion of RSUs on June 2, 2026. The filing shows multiple exercise/conversion (code M) events converting RSUs into shares (reported at $0 exercise price) and related tax withholding (code F): the issuer withheld 11,505 shares ($280,492) and 23,637 shares ($576,270) to cover withholding obligations — a total of 35,142 shares withheld for taxes valued at $856,762. These transactions reflect routine RSU vesting and tax-withholding, not an open-market sale.
Key Details
- Transaction date: June 2, 2026; Form 4 filed June 4, 2026 (appears timely).
- Exercise/conversion reported at $0.00 per share (RSU vesting/conversion).
- Shares withheld for taxes: 11,505 shares (@ $24.38 = $280,492) and 23,637 shares (@ $24.38 = $576,270) — total $856,762.
- Transaction codes: M = exercise/conversion of derivative (RSUs); F = shares withheld to pay tax obligations.
- Footnotes: filing relates to RSU vesting (F3); each RSU represents a contingent right to Class B common stock (F2/F8) that converts one-for-one to Class A (F5). Several RSU grants vest monthly under different schedules (see F4, F9, F10).
- Shares owned after the transactions are not specified in the provided summary of the filing.
Context
This was a routine RSU vesting event with shares withheld to satisfy tax withholding obligations (a common "cashless" settlement method). Such withholdings do not indicate an active decision to sell shares on the open market and are generally administrative. The filing documents conversion mechanics between RSUs → Class B common stock and the one-to-one conversion to Class A common stock; certain automatic conversion rules for Class B are described in the footnotes.
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
2026-06-02+9,816→ 60,109 total - Exercise/Conversion
Class A Common Stock
2026-06-02+10,983→ 71,092 total - Tax Payment
Class A Common Stock
[F1]2026-06-02$24.38/sh−11,505$280,492→ 59,587 total - Exercise/Conversion
Restricted Stock Units
[F2][F3][F4]2026-06-02−44,640→ 377,784 total→ Class B Common Stock (44,640 underlying) - Exercise/Conversion
Class B Common Stock
[F5][F6]2026-06-02+44,640→ 4,675,566 total→ Class A Common Stock (44,640 underlying) - Tax Payment
Class B Common Stock
[F5][F6][F7]2026-06-02$24.38/sh−23,637$576,270→ 4,651,929 total→ Class A Common Stock (23,637 underlying) - Exercise/Conversion
Restricted Stock Units
[F8][F3][F9]2026-06-02−9,816→ 65,437 total→ Class A Common Stock (9,816 underlying) - Exercise/Conversion
Restricted Stock Units
[F8][F3][F10]2026-06-02−10,983→ 117,150 total→ Class A Common Stock (10,983 underlying)
- 1,656,770(indirect: By Trust)
Class B Common Stock
[F5][F6]→ Class A Common Stock (1,656,770 underlying)
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 Company'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.