SEC Form 4 · accession 0001883353-26-000004
Warby Parker Inc. · WRBY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Abraham Gilboa
Officer — Co-Chief Executive Officer · Director
Period of report
Jul 1, 2026
Accepted (ET)
Jul 2, 2026 · 8:14 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 1, 2026 | C | 213,746 | $0.00 | A | 273,333 | D | |
| Class A Common StockF2 | Jul 1, 2026 | S | 242,221 | $29.69 | D | 31,112 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F3 | $3.83 | Jul 1, 2026 | M | 117,221 | D | — | — | Class B Common Stock | 117,221 | 593,538 | D |
| Class B Common StockF4,F5 | — | Jul 1, 2026 | M | 117,221 | A | — | — | Class A Common Stock | 117,221 | 4,769,150 | D |
| Class B Common StockF4,F5 | — | Jul 1, 2026 | C | 213,746 | D | — | — | Class A Common Stock | 213,746 | 4,555,404 | D |
| Class B Common StockF4,F5 | — | holding | — | — | — | — | — | Class A Common Stock | 1,656,770 | 1,656,770 | 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 $29.33 to $30.05 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 Stock option was granted on February 22, 2017, is fully vested, and will expire on February 21, 2027.
- F4The 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,
- F5and (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.