Warby Parker Inc. — Director's Dealing 2021

Dec 21, 2021

SEC Form 4/A — Form 4/A

Issuer: Warby Parker Inc. (WRBY)
CIK: 0001504776
Period of Report: 2021-12-15

Reporting Person: Gilboa David Abraham (Director, Co-Chief Executive Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-17	Stock Option (Right to Buy)	$0.72	M	217000	Disposed		Class B Common Stock (217000)	Direct
2021-12-17	Class B Common Stock	$	M	217000	Acquired		Class A Common Stock (217000)	Direct
2021-12-17	Class B Common Stock	$	C	115000	Disposed		Class A Common Stock (115000)	Direct

Footnotes

F1: The original Form 4 filed on December 17, 2021 listed the incorrect number of options exercised by the Reporting Person. This amendment is being filed to solely reflect the correct number of options exercised and the resulting number of shares of Class B common stock beneficially owned following the reported transactions.

F2: The Stock option was granted on July 27, 2012, is fully vested, and will expire on July 26, 2022.

F3: The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (i) transfer of Class B common stock to a person or entity that is not in the transferor's permitted ownership group, (ii) October 1, 2031, (iii) with respect to any Class B common stock held by any person or entity in Neil Blumenthal's permitted ownership group, (A) such time as Neil Blumenthal is removed or resigns from the board of directors, or otherwise ceases to serve as a director, (B) such time as Neil Blumenthal ceases to be either an employee, officer or consultant of the Company or any of its subsidiaries, or (C) the date that is 12 months after the death or disability of Neil Blumenthal,

F4: and (iv) with respect to any Class B common stock held by any person or entity in Dave Gilboa's permitted ownership group, (A) such time as Dave Gilboa is removed or resigns from the board of directors, or otherwise ceases to serve as a director, (B) such time as Dave Gilboa ceases to be either an employee, officer or consultant of the Company or any of its subsidiaries, or (C) the date that is 12 months after the death or disability of Dave Gilboa.