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Expensify, Inc. Director's Dealing 2024

Sep 19, 2024

33772_dirs_2024-09-19_5d0cd93f-bdf5-4045-9e7f-b3e8ab1bb15a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Expensify, Inc. (EXFY)
CIK: 0001476840
Period of Report: 2024-09-15

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2024-09-15 Class A Common Stock M 14464 Acquired 184915 Direct
2024-09-16 Class A Common Stock S 11095 $2.28 Disposed 173820 Direct
2024-09-17 Class A Common Stock A 5804 Acquired 179624 Direct
2024-09-17 Class A Common Stock S 2173 $2.27 Disposed 177451 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2024-09-15 Restricted Stock Units $ M 14464 Disposed 2029-12-15 Class A Common Stock (14464) Direct
2024-09-15 Restricted Stock Units $ M 14464 Disposed 2029-12-15 LT50 Common Stock (14464) Direct
2024-09-15 LT50 Common Stock $ M 14464 Acquired Class A Common Stock (14464) Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 2567093 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
LT50 Common Stock $ Class A Common Stock (3583249) 3583249 Indirect

Footnotes

F1: Each restricted stock unit ("RSU") 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.

F2: Represents the Reporting Person's pro rata portion of the total shares sold on the transaction date to cover taxes upon the vesting of RSUs for certain employees of the Issuer.

F3: The price reported in Column 4 is a weighted average price of all shares sold on the transaction date by the Issuer's broker to cover taxes upon the vesting of RSUs for certain employees of the Issuer. These shares were sold in multiple transactions at prices ranging from $2.25 to $2.32, 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 this footnote.

F4: Shares granted as matched shares pursuant to the Expensify, Inc. 2021 Stock Purchase and Matching Plan ("SPMP").

F5: Represents the Reporting Person's pro rata portion of the total shares sold on the transaction date to cover taxes for shares granted as matched shares under the SPMP for certain employees of the Issuer.

F6: The price reported in Column 4 is a weighted average price of all shares sold on the transaction date by the Issuer's broker to cover taxes for shares granted as matched shares under the SPMP for certain employees of the Issuer. These shares were sold in multiple transactions at prices ranging from $2.23 to $2.33, 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 this footnote.

F7: 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.

F8: The RSUs 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 RSU 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.