Director Lake Katrina converted options into 404,600 shares, exercised 200,000 shares at a strike of $3.64, gifted 200,000 shares, received a gift of 200,000 shares and sold $3,078,707 worth of shares (604,600 units at $5.09) (SEC Form 4)
$SFIX
Catalog/Specialty Distribution
Consumer Discretionary
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Stitch Fix, Inc. [ SFIX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/22/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 07/22/2025 | M(1) | 150,000 | A | $3.64 | 150,000 | D | |||
| Class A Common Stock | 07/22/2025 | M(1) | 50,000 | A | $3.64 | 200,000 | D | |||
| Class A Common Stock | 07/22/2025 | G(2) | 200,000 | D | $3.64 | 0 | D | |||
| Class A Common Stock | 07/22/2025 | G(2) | 200,000 | A | $3.64 | 200,000 | I | John C. Clifford and Katrina M. Lake Revocable Trust dated May 23, 2016(3) | ||
| Class A Common Stock | 07/22/2025 | S(4) | 200,000 | D | $5.0568(5) | 0 | I | John C. Clifford and Katrina M. Lake Revocable Trust dated May 23, 2016(3) | ||
| Class A Common Stock | 07/22/2025 | C(6) | 253,485 | A | $0 | 253,485 | I | Katrina M. Lake Revocable Trust(7) | ||
| Class A Common Stock | 07/22/2025 | S(4) | 253,485 | D | $5.0649(5) | 0 | I | Katrina M. Lake Revocable Trust(7) | ||
| Class A Common Stock | 07/23/2025 | C(6) | 151,115 | A | $0 | 151,115 | I | Katrina M. Lake Revocable Trust(7) | ||
| Class A Common Stock | 07/23/2025 | S(4) | 151,115 | D | $5.1846(8) | 0 | I | Katrina M. Lake Revocable Trust(7) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee Stock Option (Right to Buy) | $3.64 | 07/22/2025 | M(1) | 150,000 | 06/26/2023 | 01/05/2033 | Class A Common Stock | 150,000 | $3.64 | 0 | D | ||||
| Employee Stock Option (Right to Buy) | $3.64 | 07/22/2025 | M(1) | 50,000 | 06/26/2023 | 01/05/2033 | Class A Common Stock | 50,000 | $3.64 | 0 | D | ||||
| Class B Common Stock | (9) | 07/22/2025 | C(6) | 253,485 | (9) | (9) | Class A Common Stock | 253,485 | $0 | 7,963,403 | I | Katrina M. Lake Revocable Trust(7) | |||
| Class B Common Stock | (9) | 07/23/2025 | C(6) | 151,115 | (9) | (9) | Class A Common Stock | 151,115 | $0 | 7,812,288 | I | Katrina M. Lake Revocable Trust(7) | |||
| Explanation of Responses: |
| 1. Options were exercised pursuant to a Rule 10b5-1 plan entered into on January 7, 2025. |
| 2. Shares transferred to The John C. Clifford and Katrina M. Lake Revocable Trust dated May 23, 2016. |
| 3. The shares are held by John C. Clifford and Katrina M. Lake, Trustees of the John C. Clifford and Katrina M. Lake Revocable Trust dated May 23, 2016. |
| 4. Shares were disposed of pursuant to a Rule 10b5-1 plan entered into on January 7, 2025. |
| 5. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.165 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 6. Represents the conversion of Class B Common Stock into Class A Common Stock held of record by the Reporting Person. |
| 7. The shares are held by Katrina M. Lake, Trustee of The Katrina M. Lake Revocable Trust dated May 23, 2016. |
| 8. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $5.0601 to $5.32 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 9. 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. |
| Remarks: |
| /s/ Casey O'Connor Attorney-in-Fact for Katrina Lake | 07/24/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||