Expensify, Inc. — Director's Dealing 2023

Jun 17, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Expensify, Inc. (EXFY)
CIK: 0001476840
Period of Report: 2023-06-14

Reporting Person: Barrett David Michael (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-06-14	Class A Common Stock	A	1	$6.96	Acquired	75989	Direct
2023-06-14	Class A Common Stock	A	3692	—	Acquired	79681	Direct
2023-06-14	Class A Common Stock	F	1346	$7	Disposed	78335	Direct
2023-06-14	Class A Common Stock	S	30000	$6.99	Disposed	3122676	Indirect
2023-06-15	Class A Common Stock	M	14463	—	Acquired	92798	Direct
2023-06-15	Class A Common Stock	F	10544	$7.15	Disposed	82254	Direct
2023-06-15	Class A Common Stock	C	672	—	Acquired	3123348	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-06-15	Restricted Stock Units	$	M	14463	Disposed	2029-12-15	Class A Common Stock (14463.0)	Direct
2023-06-15	Restricted Stock Units	$	M	14463	Disposed	2029-12-15	LT50 Common Stock (14463.0)	Direct
2023-06-15	LT50 Common Stock	$	M	14463	Acquired		Class A Common Stock (14463.0)	Indirect
2023-06-15	LT50 Common Stock	$	C	672	Disposed		Class A Common Stock (672.0)	Indirect

Footnotes

F1: Shares purchased pursuant to the Expensify, Inc. 2021 Stock Purchase and Matching Plan ("SPMP").

F2: Shares granted as matched shares pursuant to the SPMP.

F3: These sales on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 10, 2022. No other transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.86 to $7.07, inclusive. The reporting person undertakes to provide to Expensify, Inc., any security holder of Expensify, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.

F5: By Barrett Trust LLC, a manager-managed limited liability company. The investment and voting decisions of Barrett Trust LLC are made by its manager, the Reporting Person, and its controlling member is the Barrett Family Trust, for which the Reporting Person serves as trustee.

F6: Each restricted stock unit represents the contingent right to receive one share of Class A common stock. This transaction represents the settlement of vested RSUs in shares of Class A Common Stock.

F7: LT50 Common Stock converted into Class A Common Stock on a one-for-one basis.

F8: The restricted stock units vest 12.5% on September 15, 2022 and 1/32nd each quarter thereafter, on December 15th, March 15th, June 15th and September 15th.

F9: Each restricted stock unit represents the contingent right to receive one share of LT50 common stock. This transaction represents the settlement of vested RSUs in shares of LT50 Common Stock.

F10: The LT50 Common Stock is convertible into the Issuer's Class A Common Stock on a one-to-one basis only upon, and generally cannot be transferred without, satisfaction of certain notice and other requirements, including a notice period of 50 months. The LT50 Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis at such time as all of the then-outstanding shares of LT10 and LT50 Common Stock represent, in the aggregate, less than 2% of all then-outstanding shares of common stock.

F11: Deposited into the Expensify Voting Trust (the "Voting Trust"). The Reporting Person retains investment control and dispositive power over the shares deposited into the Voting Trust.