SCHEDULE: Figma Co-Founder Dylan Field Boosts Stake to 16.0%

Figma, Inc. co-founder Dylan Field reported beneficial ownership of 16.0% of the company's Class A Common Stock as of September 30, 2025, through direct and indirect holdings.

Summary

• Dylan Field beneficially owns an aggregate of 78,617,271 shares of Figma, Inc. Class A Common Stock.
• This ownership represents 16.0% of the total outstanding Class A Common Stock as of September 30, 2025.
• Field holds sole voting power over 61,354,521 shares and shared voting power over 17,262,750 shares.
• Field holds sole dispositive power over 34,613,891 shares and shared dispositive power over 17,262,750 shares.
• Holdings include direct ownership of 34,613,891 Class B shares and indirect ownership through various trusts and entities, including an irrevocable proxy for shares held by Evan Wallace and the Wu-Wallace Family Trust.
• Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time, at the election of the holder or automatically upon certain transfers or events.

Sentiment

Score: 7

Explanation: The filing indicates strong insider confidence through significant beneficial ownership by a co-founder, which is generally a positive signal for investors. While it also highlights concentrated control, this is typical for founder-led tech companies and not inherently negative in this context.

Positives

• Significant beneficial ownership by a co-founder, indicating strong insider confidence in the company's future and long-term vision.
• Dylan Field's substantial voting power (61,354,521 sole, 17,262,750 shared) suggests stable leadership and strategic direction for the company.

Risks

• Concentration of voting power in the hands of a single individual (Dylan Field) and associated entities, which could limit the influence of other shareholders on corporate decisions.
• The dual-class stock structure (Class A and Class B) inherently creates differential voting rights, potentially entrenching current management or founders.
• Reliance on an irrevocable proxy for a significant block of shares (from Evan Wallace and Wu-Wallace Family Trust) further centralizes control with Dylan Field.

Future Outlook

The filing is a disclosure of current beneficial ownership and does not contain forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

Significant insider ownership, especially by a co-founder, is common in technology companies, particularly those with dual-class stock structures. It often signals long-term commitment and confidence from key executives, which can be viewed positively by investors. However, it also concentrates control, potentially limiting external shareholder influence, a characteristic seen in companies like Meta (Facebook) and Google (Alphabet).

Comparison to Industry Standards

• Dylan Field's 16.0% beneficial ownership stake is a substantial insider holding, comparable to the significant control held by founders in other major tech companies, such as Mark Zuckerberg's control over Meta Platforms (formerly Facebook) or Larry Page and Sergey Brin's influence over Alphabet (Google).
• The dual-class stock structure, where Class B shares typically carry superior voting rights and are convertible to Class A, is a common governance model among high-growth tech firms, designed to allow founders to retain control and pursue long-term visions without immediate pressure from public markets. This structure is similar to that employed by companies like Snowflake and Palantir Technologies.
• The use of trusts and an irrevocable proxy to manage and consolidate voting power is a standard practice for founders seeking to maintain control over their equity stakes and strategic direction, aligning with practices observed in other founder-led public companies.

Corporate Governance

Related Party Transactions

• Shares held by the Dylan Field 2024 Annuity Trust, of which Mr. Field is the trustee.
• Shares held by the Field 2021 Descendants Trust, where Bryn Mawr Trust Company of Delaware is the trustee, but Mr. Field may replace the trustee at his discretion.
• Shares held by LLL Investments LLC, which is associated with Mr. Field.
• An irrevocable proxy granted to Mr. Field to vote shares held by Evan Wallace and the Wu-Wallace Family Trust.

Stakeholder Impact

• Shareholders: The significant concentration of voting power with Dylan Field, through direct holdings, trusts, and an irrevocable proxy, means that other shareholders, particularly Class A common stock holders, will have limited influence over major corporate decisions and strategic direction.
• Management: Strong founder control can provide stability and allow for long-term strategic planning without immediate pressure from external shareholders, potentially benefiting the company's long-term vision.

Key Dates

Recommendation

The filing is a Schedule 13G, which primarily discloses beneficial ownership and does not provide financial performance data or strategic updates that would typically drive a 'buy' or 'sell' recommendation. However, the significant and consolidated insider ownership by co-founder Dylan Field (16.0%) is generally a positive signal, indicating strong confidence and long-term commitment from a key executive. This level of insider stake, coupled with a dual-class structure, suggests stable leadership and a clear strategic vision, which can be reassuring for existing investors. Therefore, a 'hold' recommendation is appropriate, as the filing reinforces the existing investment thesis rather than presenting new information that would warrant a change in position.

Keywords

Figma, Dylan Field, SEC Filing, Schedule 13G, Beneficial Ownership, Class A Common Stock, Class B Common Stock, Insider Ownership, Corporate Governance, Voting Power, Dispositive Power, Equity Stake