STOCK TITAN

Figma (FIG) director moves Sequoia fund shares in-kind

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

For Figma, Inc. (FIG), director Reed Andrew Phillips reported a series of code J restructurings of Class A Common Stock involving Sequoia-affiliated funds. On August 25 and 27, 2026, entities such as Sequoia Capital U.S. Growth Fund VIII, L.P., Sequoia Grove II, LLC and Sequoia Grove UK, L.P. made pro rata in-kind distributions of shares for no consideration, while Sequoia Capital Fund, L.P., Sequoia Capital Fund Parallel, LLC and Phillips’ direct holdings acquired shares in related in-kind movements. Footnotes state these were pro rata in-kind distributions to partners or members and that Phillips disclaims beneficial ownership of the fund-held securities except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider Reed Andrew Phillips
Role Director
Type Security Shares Price Value
Other Class A Common Stock F1, F2 2,215,239 $0.00 $0.00
Other Class A Common Stock F1, F3 713,067 $0.00 $0.00
Other Class A Common Stock F1, F3 14,533 $0.00 $0.00
Other Class A Common Stock F1, F4 143,536 $0.00 $0.00
Other Class A Common Stock F1, F4 35,223 $0.00 $0.00
Other Class A Common Stock F1 58,892 $0.00 $0.00
Other Class A Common Stock F1, F2 2,215,239 $0.00 $0.00
Other Class A Common Stock F1, F3 713,067 $0.00 $0.00
Other Class A Common Stock F1, F3 14,533 $0.00 $0.00
Other Class A Common Stock F1, F4 143,536 $0.00 $0.00
Other Class A Common Stock F1, F4 35,320 $0.00 $0.00
Other Class A Common Stock F1 58,892 $0.00 $0.00
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F2 -- -- --
Holdings After Transaction: Class A Common Stock — 17,721,916 shares (Indirect, Sequoia Capital U.S. Growth Fund VIII, L.P.); Class A Common Stock — 5,704,534 shares (Indirect, Sequoia Grove II, LLC); Class A Common Stock — 116,263 shares (Indirect, Sequoia Grove UK, L.P.); Class A Common Stock — 287,072 shares (Indirect, Sequoia Capital Fund, L.P.); Class A Common Stock — 70,543 shares (Indirect, Sequoia Capital Fund Parallel, LLC); Class A Common Stock — 130,199 shares (Direct); Class A Common Stock — 1,077,911 shares (Indirect, SC U.S. Growth IX Management, L.P.); Class A Common Stock — 1,971,015 shares (Indirect, SC US/E Growth X Management, L.P.); Class A Common Stock — 60,000 shares (Indirect, Sequoia Capital US/E Expansion Fund I, L.P.); Class A Common Stock — 1,466,852 shares (Indirect, SC Expansion Fund II Management, L.P.)
Footnotes (4)
  1. F1. Represents a pro rata in-kind distribution of shares of Class A Common Stock of the Issuer to partners or members for no consideration and includes subsequent pro rata in-kind distributions by general partners or managing members to their respective partners or members for no consideration.
  2. F2. The Reporting Person is a director and stockholder of SC US (TTGP), Ltd. SC US (TTGP), Ltd. is (i) the general partner of SC U.S. Growth IX Management, L.P., (ii) the general partner of SC US/E Growth X Management, L.P., (iii) the general partner of SC U.S. Growth VIII Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund VIII, L.P., (iv) the general partner of SC US/E Expansion Fund I Management, L.P, which is the general partner of Sequoia Capital US/E Expansion Fund I, L.P. and (v) the general partner of SC Expansion Fund II Management, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
  3. F3. The Reporting Person is a member of Sequoia Grove II, LLC and a limited partner of Sequoia Grove UK, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
  4. F4. The Reporting Person is a director and stockholder of SC US (TTGP), Ltd. SC US (TTGP), Ltd. is the general partner of Sequoia Capital Fund Management, L.P., which is the general partner of Sequoia Capital Fund, LP (SCF) and the managing member of Sequoia Capital Fund Parallel, LLC (SCFP). The Reporting Person disclaims beneficial ownership of the shares held by SCF or SCFP except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
Shares distributed by Sequoia Capital U.S. Growth Fund VIII, L.P. on 2026-08-27 2,215,239 shares of Class A Common Stock Pro rata in-kind distribution for no consideration; indirect disposition
Shares distributed by Sequoia Capital U.S. Growth Fund VIII, L.P. on 2026-08-25 2,215,239 shares of Class A Common Stock Pro rata in-kind distribution for no consideration; indirect disposition
Shares acquired by Sequoia Capital Fund, L.P. on 2026-08-27 143,536 shares of Class A Common Stock Code J other acquisition, indirect ownership
Shares acquired by Sequoia Capital Fund Parallel, LLC on 2026-08-27 35,223 shares of Class A Common Stock Code J other acquisition, indirect ownership
Shares acquired directly by Reed Andrew Phillips on 2026-08-27 58,892 shares of Class A Common Stock Code J other acquisition, direct ownership
Indirect holding SC U.S. Growth IX Management, L.P. 1,077,911 shares of Class A Common Stock Total shares following transaction as of 2026-08-25; indirect
Indirect holding SC US/E Growth X Management, L.P. 1,971,015 shares of Class A Common Stock Total shares following transaction as of 2026-08-25; indirect
Indirect holding SC Expansion Fund II Management, L.P. 1,466,852 shares of Class A Common Stock Total shares following transaction as of 2026-08-25; indirect
pro rata in-kind distribution financial
"Represents a pro rata in-kind distribution of shares of Class A Common"
beneficial ownership financial
"The Reporting Person disclaims beneficial ownership of these securities except"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"except to the extent of his pecuniary interest therein, and the inclusion"
Section 16 regulatory
"deemed an admission of beneficial ownership of the reported securities for purposes of Section 16"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
code J regulatory
"transaction_code": "J", "transaction_code_description": "Other acquisition or disposition""

FAQ

What insider transactions were reported at Figma, Inc. (FIG)?

Director Reed Andrew Phillips reported multiple code J restructurings of Class A Common Stock on August 25 and 27, 2026, involving pro rata in-kind distributions and related acquisitions among Sequoia-affiliated funds and his direct holdings, all at a reported price of $0.00 per share.

How many FIG shares were distributed in-kind by Sequoia Capital U.S. Growth Fund VIII, L.P.?

Sequoia Capital U.S. Growth Fund VIII, L.P. made pro rata in-kind distributions of 2,215,239 shares of Figma Class A Common Stock on each of August 25, 2026 and August 27, 2026, for no consideration, as reported in the Form 4.

What FIG shareholdings are reported for certain Sequoia management entities?

Reported indirect holdings include 1,077,911 shares by SC U.S. Growth IX Management, L.P., 1,971,015 shares by SC US/E Growth X Management, L.P., 60,000 shares by Sequoia Capital US/E Expansion Fund I, L.P., and 1,466,852 shares by SC Expansion Fund II Management, L.P.

Does Reed Andrew Phillips claim full beneficial ownership of the FIG shares held by Sequoia funds?

No. Footnotes state that Reed Andrew Phillips disclaims beneficial ownership of the securities held by the various Sequoia funds and entities, except to the extent of his pecuniary interest in them, and that their inclusion does not admit beneficial ownership for Section 16 or other purposes.

Were the FIG transactions ordinary market buys or sells?

No cash-market buys or sells were reported. All entries use code J, described as “Other acquisition or disposition,” and footnotes characterize them as pro rata in-kind distributions and related in-kind acquisitions for no consideration among Sequoia-affiliated entities and Reed Andrew Phillips.

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SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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*
Reed Andrew Phillips

(Last)(First)(Middle)
2800 SAND HILL ROAD
SUITE 101

(Street)
MENLO PARK CALIFORNIA 94025

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Figma, Inc. [ FIG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/25/2026J(1)2,215,239D$019,937,155ISequoia Capital U.S. Growth Fund VIII, L.P.(2)
Class A Common Stock08/25/2026J(1)713,067D$06,417,601ISequoia Grove II, LLC(3)
Class A Common Stock08/25/2026J(1)14,533D$0130,796ISequoia Grove UK, L.P.(3)
Class A Common Stock08/25/2026J(1)143,536A$0143,536ISequoia Capital Fund, L.P.(4)
Class A Common Stock08/25/2026J(1)35,320A$035,320ISequoia Capital Fund Parallel, LLC(4)
Class A Common Stock08/25/2026J(1)58,892A$071,307D
Class A Common Stock08/27/2026J(1)2,215,239D$017,721,916ISequoia Capital U.S. Growth Fund VIII, L.P.(2)
Class A Common Stock08/27/2026J(1)713,067D$05,704,534ISequoia Grove II, LLC(3)
Class A Common Stock08/27/2026J(1)14,533D$0116,263ISequoia Grove UK, L.P.(3)
Class A Common Stock08/27/2026J(1)143,536A$0287,072ISequoia Capital Fund, L.P.(4)
Class A Common Stock08/27/2026J(1)35,223A$070,543ISequoia Capital Fund Parallel, LLC(4)
Class A Common Stock08/27/2026J(1)58,892A$0130,199D
Class A Common Stock1,077,911ISC U.S. Growth IX Management, L.P.(2)
Class A Common Stock1,971,015ISC US/E Growth X Management, L.P.(2)
Class A Common Stock60,000ISequoia Capital US/E Expansion Fund I, L.P.(2)
Class A Common Stock1,466,852ISC Expansion Fund II Management, L.P.(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents a pro rata in-kind distribution of shares of Class A Common Stock of the Issuer to partners or members for no consideration and includes subsequent pro rata in-kind distributions by general partners or managing members to their respective partners or members for no consideration.
2. The Reporting Person is a director and stockholder of SC US (TTGP), Ltd. SC US (TTGP), Ltd. is (i) the general partner of SC U.S. Growth IX Management, L.P., (ii) the general partner of SC US/E Growth X Management, L.P., (iii) the general partner of SC U.S. Growth VIII Management, L.P., which is the general partner of Sequoia Capital U.S. Growth Fund VIII, L.P., (iv) the general partner of SC US/E Expansion Fund I Management, L.P, which is the general partner of Sequoia Capital US/E Expansion Fund I, L.P. and (v) the general partner of SC Expansion Fund II Management, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
3. The Reporting Person is a member of Sequoia Grove II, LLC and a limited partner of Sequoia Grove UK, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
4. The Reporting Person is a director and stockholder of SC US (TTGP), Ltd. SC US (TTGP), Ltd. is the general partner of Sequoia Capital Fund Management, L.P., which is the general partner of Sequoia Capital Fund, LP (SCF) and the managing member of Sequoia Capital Fund Parallel, LLC (SCFP). The Reporting Person disclaims beneficial ownership of the shares held by SCF or SCFP except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
/s/ Jung Yeon Son, by power of attorney for Andrew Reed08/27/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)