11/09/2026 | Press release | Distributed by Public on 11/09/2026 19:50
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to Buy) | $0.85 | 11/09/2026 | M | 7,695,000 | (5) | 02/21/2028 | Class A Common Stock | 7,695,000 | $ 0 | 0 | D | ||||
| Stock Option (Right to Buy) | $1.37 | 11/09/2026 | M | 900,000 | (5) | 06/26/2028 | Class A Common Stock | 900,000 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Spear Catherine Eva C/O FIGS, INC., 2834 COLORADO AVENUE SUITE 400 SANTA MONICA, CA 90404 |
X | X | Chief Executive Officer | |
| /s/ Danielle Warner as Attorney-in-Fact for Catherine Spear | 11/09/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | This Form 4 concerns (i) the exercise of options to purchase shares of the Issuer's Class A Common Stock that were due to expire in February 2028 and June 2028, respectively, (ii) the related withholding of shares by the Issuer upon the net exercise of such options to pay the exercise prices and required tax withholdings and (iii) the sale of the net shares in a block sale. Prior to such sale, the Reporting Person had not sold any shares of the Issuer's common stock (excluding sales solely to cover required taxes and fees due upon the vesting and settlement of Restricted Stock Units ("RSUs")) since September 2021. |
| (2) | Represents shares that have been withheld by the Issuer upon the net exercise of stock options and used to pay the exercise prices and required tax withholdings. Does not represent a sale by the Reporting Person. |
| (3) | 855,987 of these securities are RSUs, each representing a contingent right to receive one share of the Issuer's Class A Common Stock. In addition to the securities reported in this column, the Reporting Person beneficially owns 5,469,161 shares of the Issuer's Class B Common Stock directly and indirectly through various trusts, each of which is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock, and 11,389,366 shares of the Issuer's Class A Common Stock underlying vested options. |
| (4) | The Reporting Person is a managing member of Hollywood Capital Partners LLC and disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. |
| (5) | All shares underlying this option have vested. |