SCHEDULE 13D/A: FIGS CEO Catherine Spear Updates Significant Stake, Reports 13.7% Beneficial Ownership

FIGS, Inc. CEO Catherine Spear has filed an Amendment No. 8 to Schedule 13D, updating her beneficial ownership to 13.7% of the Class A Common Stock, totaling 25,508,446 shares.

Summary

• Catherine Spear, Chief Executive Officer and a member of the Board of Directors of FIGS, Inc., has filed an Amendment No. 8 to her Schedule 13D.
• The filing updates her beneficial ownership in FIGS, Inc.'s Class A Common Stock to an aggregate of 25,508,446 shares.
• This represents 13.7% of the Class A Common Stock outstanding, based on 161,526,637 shares outstanding as of October 31, 2024, as reported in the company's Form 10-Q filed on November 7, 2024.
• Ms. Spear holds sole voting and dispositive power over 25,508,305 shares and shared voting and dispositive power over 141 shares.
• Her beneficial ownership includes 371,023 shares of Class A Common Stock and 1,352,608 shares of Class B Common Stock held of record, which are convertible to Class A on a one-to-one basis.
• Additionally, she holds options to purchase 18,871,048 shares of Class A Common Stock exercisable within 60 days.
• She is also deemed to beneficially own 797,073 shares of Class A Common Stock and 4,116,553 shares of Class B Common Stock held by various trusts, convertible to Class A on a one-to-one basis.
• An additional 141 shares of Class A Common Stock are held by Hollywood Capital Partners LLC, where Ms. Spear and Heather Hasson (the Issuer's Executive Chair) are sole members.
• Ms. Spear and Heather Hasson may be deemed a group for Rule 13d-3 purposes due to a Voting Agreement, though Ms. Spear disclaims beneficial ownership over shares held by other Voting Parties in the group, except for Hollywood Capital Partners LLC.

Sentiment

Score: 5

Explanation: The document is a factual regulatory filing detailing beneficial ownership, with no explicit positive or negative financial performance or strategic announcements that would significantly alter sentiment.

Positives

• The CEO's continued significant beneficial ownership (13.7%) may signal strong confidence in the company's future prospects and alignment with shareholder interests.

Industry Context

This filing is a standard regulatory disclosure of insider ownership and does not provide broader industry context or trends.

Corporate Governance

Related Party Transactions

• The beneficial ownership includes 141 shares of Class A Common Stock held of record by Hollywood Capital Partners LLC, of which the Reporting Person (Catherine Spear) and Heather Hasson (the Issuer's Executive Chair) are the sole members.
• A Voting Agreement exists between Catherine Spear and Heather Hasson, leading to their potential classification as a group for Rule 13d-3 purposes, which governs collective voting arrangements.

Stakeholder Impact

• Shareholders: Provides transparency regarding the significant ownership stake held by the CEO and the potential for a control group with another key executive, which can influence voting outcomes and strategic direction.

Key Dates

Keywords

FIGS Inc., Class A Common Stock, Schedule 13D, Beneficial Ownership, Catherine Spear, SEC Filing, Insider Holdings, Corporate Governance