Stitch Fix, Inc. — Director's Dealing 2017

Nov 22, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Stitch Fix, Inc. (SFIX)
CIK: 0001576942
Period of Report: 2017-11-21

Reporting Person: Anderson Steven P. (Director, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-11-21	Series Seed Preferred Stock	$	C	7035655	Disposed		Class B Common Stock (7035655)	Indirect
2017-11-21	Series A Preferred Stock	$	C	2650645	Disposed		Class B Common Stock (2650645)	Indirect
2017-11-21	Series A-1 Preferred Stock	$	C	6247395	Disposed		Class B Common Stock (6247395)	Indirect
2017-11-21	Series B Preferred Stock	$	C	6065120	Disposed		Class B Common Stock (6065120)	Indirect
2017-11-21	Series C Preferred Stock	$	C	2271860	Disposed		Class B Common Stock (2271860)	Indirect
2017-11-21	Class B Common Stock	$	C	24270675	Acquired		Class A Common Stock (24270675)	Indirect

Footnotes

F1: Each share of Series Seed Preferred, Stock Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock and Series C Preferred Stock converted into one share of common stock upon the closing of the Issuer's initial public offering. The shares had no expiration date.

F2: The shares were held by Baseline Ventures 2009, LLC ("BV 2009"). Baseline Ventures 2009 Associates, LLC ("BVA 2009") is the general partner of BV 2009. The Reporting Person is the sole member of BVA 2009.

F3: The shares were held by Baseline Increased Exposure Fund, LLC ("BIE"). Baseline Increased Exposure Fund Associates, LLC ("BIEA") is the general partner of BIE. The Reporting Person is the sole member of BIEA.

F4: The shares were held as follows: 228,605 by Baseline Cable Car, LLC ("BCC"), 85,000 by Baseline Encore, L.P. ("BE"), 1,734,035 by BIE and 224,220 by BV 2009. Baseline Encore Associates, LLC ("BEA") is the general partner of BE. The Reporting Person is the sole member of BCC and BEA.

F5: Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Class B Common Stock will convert automatically into Class A
Common Stock on the earlier of (i) the date on which the number of outstanding shares of Class B Common Stock represents less than 10% of the aggregate combined number of outstanding shares of Class A Common Stock and Class B Common Stock; (ii) ten years following the effective date of the Issuer's initial public offering; or (iii) the date specified by vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.

F6: In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock (i) upon any transfer, whether or not for value (subject to certain exceptions), or (ii) in the event of the death or disability (as defined in the amended and restated certificate of incorporation of the Issuer) of the reporting person, shares of Class B Common Stock held by the reporting person or the reporting person's permitted estate planning entities will convert into Class A Common Stock.

F7: Not applicable.

F8: The shares are held as follows: 277,911 by BCC, 265,400 by BE, 7,921,083 by BIE and 16,157,915 by BV. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.