Form Type: 4

SEC EDGAR Link
Accession Number:0001246360-20-001384
Date:2020-06-03
Issuer: STITCH FIX, INC. (SFIX)
Original Submission Date:

Reporting Person:

DARLING SCOTT
1 MONTGOMERY STREET, SUITE 1500
SAN FRANCISCO, CA 94104

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2020-06-03 C 1,000 a $0.00 91,112 direct
CLASS A COMMON STOCK 2020-06-03 S 2,000 d $25.00 89,112 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
CLASS B COMMON STOCK 4.94 2020-06-03 deemed execution date M 1,000 (a) class a common stock 1,000 $4.94 1,000 direct
CLASS B COMMON STOCK 0.0 2020-06-03 deemed execution date C 1,000 (d) class a common stock 1,000 $0.00 0 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 4.94 2020-06-03 deemed execution date M 1,000 (d) 2026-10-28 class b common stock 1,000 $4.94 73,274 direct
Footnotes
IDfootnote
f1 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.
f2 represents the conversion of class b common stock into class a common stock held of record by the reporting person.
f3 the stock option vests over four years, with 25% of the securities vesting on october 28, 2017 and the balance vesting in equal monthly installments over the remaining three years, subject to the individual's continued service through each vesting date.
f4 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.
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 shares disposed of pursuant to a previously established rule 10b5-1 plan.
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