SEC Form 4 · accession 0001883345-26-000012

Warby Parker Inc. · WRBY

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Neil Harris Blumenthal

Officer — Co-Chief Executive Officer · Director

Period of report

Jul 6, 2026

Accepted (ET)

Jul 8, 2026 · 9:17 pm EDT

Rule 10b5-1 plan

yes — trade under a plan

Issuer CIK

0001504776

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock	Jul 6, 2026	C	9,200	$0.00	A	40,312	D
Class A Common Stock^F2	Jul 6, 2026	S	9,200	$29.99	D	31,112	D
Class A Common Stock	holding	—	—		—	200,000	I	By Royal Blue Aries Trust
Class A Common Stock	holding	—	—		—	200,000	I	By Tiffany Blue Gemini Trust

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F3,F4	—	Jul 6, 2026	C	9,200	D	—	—	Class A Common Stock	9,200	3,220,450	D
Class B Common Stock^F3,F4	—	holding	—	—	—	—	—	Class A Common Stock	200,000	200,000	I
Class B Common Stock^F3,F4	—	holding	—	—	—	—	—	Class A Common Stock	200,000	200,000	I
Class B Common Stock^F3,F4	—	holding	—	—	—	—	—	Class A Common Stock	1,548,334	1,548,334	I
Class B Common Stock^F3,F4	—	holding	—	—	—	—	—	Class A Common Stock	385,221	385,221	I
Class B Common Stock^F3,F4	—	holding	—	—	—	—	—	Class A Common Stock	800,000	800,000	I
Class B Common Stock^F3,F4	—	holding	—	—	—	—	—	Class A Common Stock	722,307	722,307	I

Explanation of responses

F1These share sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 17, 2026.
F2The 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 $30.03 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.
F3The 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,
F4and (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.