03/17/2026 | Press release | Distributed by Public on 03/17/2026 15:05
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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) | $2.45 | 12/11/2025 | M | 179,184 | (3) | 05/26/2026 | Common Stock | 179,184 | $ 0 | 40,816 | D | ||||
| Stock Option (Right to Buy) | $1.5 | 12/11/2025 | M | 186,442 | (4) | 02/13/2028 | Common Stock | 186,442 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Fortunato David C/O WEALTHFRONT CORPORATION 261 HAMILTON AVENUE PALO ALTO, CA 94301 |
X | CEO and President | ||
| /s/ Lauren Lin, as Attorney-in-Fact | 03/17/2026 | |
| **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) | The transaction represents the number of shares of Common Stock withheld by the Issuer to satisfy tax withholding liabilities in connection with the net settlement of restricted stock units. |
| (2) | The reported sale transaction was undertaken as part of the Issuer's secondary offering, which occurred in conjunction with its initial public offering ("IPO"). |
| (3) | The option is fully vested. Pursuant to the terms of the reporting person's award agreement with the Issuer, the award became fully vested on May 23, 2020. |
| (4) | The option is fully vested. Pursuant to the terms of the reporting person's award agreement with the Issuer, the award became fully vested on December 27, 2021. |
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Remarks: This Form 4 is amended herein to make the following corrections: (i) reduce the number of options exercised on Mr. Fortunato's stock option that expires on 5/26/2026 from 220,000 to 179,184 options, resulting in a remaining balance in Column 9 of Table II of 40,816 options; (ii) increase the number of options exercised on Mr. Fortunato's stock option that expires on 2/13/2028 from 162,784 to 186,442 options, resulting in a remaining balance in Column 9 of Table II of zero options; and (iii) increase on Table I the number of shares withheld to satisfy tax liabilities from the settlement of restricted stock units from 1,528,003 to 1,620,382 shares. As a result of the aforementioned corrections, at the end of the transactions reported as of December 11, 2025, Mr. Fortunato directly beneficially owned 1,371,514 shares of the Issuer's common stock, and the final row of his transactions reported for that date has been set forth above solely to restate his final ownership so corrected. For the avoidance of doubt, at the end of all transactions reported as of December 11, 2025 on behalf of the reporting person, Mr. Fortunato directly held 1,371,514 shares of the Issuer's common stock and his spouse directly held 61,996 shares. Any subsequent Forms 4 filed by the reporting person through the date of this amendment should be read to incorporate these corrections in the context of any transactions reported therein. |
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