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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 8)
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FIGS, Inc. (Name of Issuer) |
Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) |
30260D103 (CUSIP Number) |
Todd Maron c/o FIGS, Inc., 2834 Colorado Avenue, Suite 100 Santa Monica, CA, 90404 424-300-8330 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
01/15/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 30260D103 |
| 1 |
Name of reporting person
Spear Catherine Eva | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
 (a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
25,508,446.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
13.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class A Common Stock, $0.0001 par value per share | |
| (b) | Name of Issuer:
FIGS, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
2834 Colorado Avenue, Suite 100, Santa Monica,
CALIFORNIA
, 90404. | |
Item 1 Comment:
EXPLANATORY NOTE: This Amendment No. 8 to Schedule 13D amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission (the "SEC") on May 26, 2022 (as amended, the "Schedule 13D"), relating to the Class A Common Stock, $0.0001 par value per share (the "Class A Common Stock"), of FIGS, Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D. | ||
| Item 2. | Identity and Background | |
| (a) | Item 2(a)-(f) of the Schedule 13D is hereby amended and restated in its entirety as follows:
The Schedule 13D is filed on behalf of Catherine Spear (the "Reporting Person"). By virtue of the agreements made pursuant to the Voting Agreement (as defined below), the Reporting Person and Heather Hasson (the "Voting Parties") may be deemed to be a group for purposes of Rule 13d-3 under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"). Except for the shares of Class A Common Stock held by Hollywood Capital Partners LLC identified in Item 5 below, shares beneficially owned by the other Voting Party are not the subject of this Schedule 13D. For a description of the relationship between the Reporting Person and the other Voting Party, see Item 4 below. | |
| (b) | The business address of the Reporting Person is 2834 Colorado Ave., Suite 100, Santa Monica, CA 90404. | |
| (c) | The principal occupation of the Reporting Person is Chief Executive Officer and a member Board of Directors of the Issuer (the "Board"). | |
| (d) | During the last five years, the Reporting Person has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors). | |
| (e) | During the last five years, the Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. | |
| (f) | The Reporting Person is a citizen of the United States. | |
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a)-(e) of the Schedule 13D is hereby amended and restated in its entirety as follows:
Amount beneficially owned: 25,508,446
Percent of Class: 13.7%
The above percentage is based upon 161,526,637 shares of Class A Common Stock outstanding as of October 31, 2024 based on the Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024. | |
| (b) | Number of shares the Reporting Person has:
-Sole power to vote or direct the vote: 25,508,305
-Shared power to vote: 141
-Sole power to dispose or direct the disposition of: 25,508,305
-Shared power to dispose or direct the disposition of: 141
The Reporting Person is the record holder of 371,023 shares of Class A Common Stock and 1,352,608 shares of Class B Common Stock, which are convertible at any time at the option of the Reporting Person into shares of Class A Common Stock of the Issuer on a one-to-one basis. In addition, the Reporting Person holds options to purchase 18,871,048 shares of Class A Common Stock, that are exercisable within 60 days of the date hereof.
The Reporting Person may also be deemed to beneficially own (i) 797,073 shares of Class A Common Stock and 4,116,553 shares of Class B Common Stock held of record by various trusts, which are convertible at any time at the option of the Reporting Person into shares of Class A Common Stock on a one-to-one basis and (ii) 141 shares of Class A Common Stock held of record by Hollywood Capital Partners LLC, of which the Reporting Person and Heather Hasson, the Issuer's Executive Chair, are the sole members.
In addition, as discussed in Item 2 above, by virtue of the agreements made pursuant to the Voting Agreement, the Voting Parties may be deemed to be a group for purposes of Rule 13d-3 under the Exchange Act. Except for the shares of Class A Common Stock held by Hollywood Capital Partners LLC, shares beneficially owned by the other Voting Parties are not the subject of this Schedule 13D and accordingly, none of the other Voting Parties are included as reporting persons herein. The Reporting Person expressly disclaims beneficial ownership over any shares of Class A Common Stock that are beneficially owned by the other Voting Parties in the group and that it may be deemed to beneficially own solely by reason of the Voting Agreement. | |
| (c) | During the past 60 days, the Reporting Person has not effected any transactions with respect to the Class A Common Stock. | |
| (d) | None. | |
| (e) | Not applicable. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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