Form 4: Warby Parker Co-CEO Gilboa Reports RSU Vesting

Warby Parker Inc. Co-CEO David Gilboa reported the vesting of Restricted Stock Units and subsequent tax-related stock dispositions.

Summary

• Co-Chief Executive Officer and Director David Abraham Gilboa reported transactions on September 3, 2025, related to his equity holdings in Warby Parker Inc. (WRBY).
• Acquired 9,815 shares of Class A Common Stock upon the vesting of Restricted Stock Units (RSUs) at a price of $0.
• Disposed of 5,429 shares of Class A Common Stock at $25.55 per share to cover tax withholding obligations in connection with the vesting of RSUs.
• 44,640 Restricted Stock Units, representing a contingent right to receive Class B Common Stock, vested. These RSUs began vesting in 60 monthly installments starting July 1, 2021.
• Disposed of 23,637 shares of Class B Common Stock at $25.55 per share to cover tax withholding obligations related to the vesting of RSUs.
• 9,815 Restricted Stock Units, representing a contingent right to receive Class A Common Stock, vested. These RSUs began vesting in 36 monthly installments starting January 1, 2025.
• Following these transactions, Gilboa directly beneficially owns 32,861 shares of Class A Common Stock, 521,616 Restricted Stock Units for Class B Common Stock, 94,884 Restricted Stock Units for Class A Common Stock, and 5,313,920 shares of Class B Common Stock.
• Gilboa also indirectly beneficially owns 1,656,770 shares of Class A Common Stock through the David A. Gilboa 2012 Family Trust.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions related to RSU vesting and tax withholding, which are neutral events and do not indicate a change in company fundamentals or management's outlook.

Positives

• The vesting of Restricted Stock Units indicates continued long-term equity alignment between the Co-CEO and the company's performance.
• The transactions are a result of pre-scheduled RSU vesting events, which are a standard component of executive compensation.

Negatives

• A portion of vested shares were sold to cover tax withholding obligations, which is a common practice and not indicative of a negative outlook.

Risks

• No specific risks related to the company's operations or financial health are mentioned. The filing details the conditions for automatic conversion of Class B Common Stock to Class A Common Stock, which is a structural feature of the company's equity, not a new risk.

Future Outlook

No forward-looking statements or guidance are provided in this Form 4 filing.

Industry Context

This Form 4 filing details routine insider transactions related to executive compensation and does not provide broader industry context.

Stakeholder Impact

• Shareholders: The transactions are routine and reflect the compensation structure for executives. The sale of shares for tax purposes is a common occurrence and does not necessarily signal a lack of confidence. The continued vesting aligns management's interests with long-term shareholder value.
• Employees: No direct impact on employees beyond the reporting person.
• Customers/Suppliers/Creditors: No direct impact.

Next Steps

• Continued vesting of remaining Restricted Stock Units according to their respective schedules (60 monthly installments from July 1, 2021, and 36 monthly installments from January 1, 2025).
• Potential future conversions of Class B Common Stock to Class A Common Stock based on the specified conditions.

Key Dates

Keywords

Warby Parker, WRBY, David Gilboa, insider trading, Form 4, RSU vesting, executive compensation, Class A Common Stock, Class B Common Stock, tax withholding