Stitch Fix, Inc. — Director's Dealing 2020

Oct 13, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Stitch Fix, Inc. (SFIX)
CIK: 0001576942
Period of Report: 2020-10-08

Reporting Person: HANSEN MARKA (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-10-08	Class A Common Stock	C	20250	—	Acquired	20250	Direct
2020-10-08	Class A Common Stock	S	20250	$30	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-10-08	Non-qualified Stock Option (Right to Buy)	$0.17	M	20250	Disposed	2023-11-11	Class B Common Stock (20250.0)	Direct
2020-10-08	Class B Common Stock	$0.17	M	20250	Acquired		Class A Common Stock (20250.0)	Direct
2020-10-08	Class B Common Stock	$	C	20250	Disposed		Class A Common Stock (20250.0)	Direct

Footnotes

F1: Represents the conversion of Class B Common Stock into Class A Common Stock held of record by the Reporting Person.

F2: Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.

F3: Shares disposed of pursuant to a previously established Rule 10b5-1 plan.

F4: The stock option vests over four years, with 25% vesting on October 24, 2014 and the balance vesting in equal monthly installments over the remaining three years, subject to the individual's continued service through each vesting date.

F5: 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.

F6: 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.