FIG insider tax-related withholding of 15,553 Class A shares; significant ownership remains

Rhea-AI Filing Summary

Figma insider reported a routine equity withholding tied to net settlement of restricted stock units and continued significant ownership. The filing shows the company's CFO and Treasurer had 15,553 shares of Class A common stock withheld by the issuer to satisfy tax withholding on restricted stock unit settlement, reducing direct beneficial ownership to 1,669,098 shares. The reporting person also has indirect ownership of 142,500 Class A shares through APM33, LLC, where they serve as manager. The filing identifies the transaction as a standard tax-related share withholding rather than an open-market sale.

Positive

• Substantial retained ownership: combined direct and indirect beneficial ownership exceeds 1.8 million Class A shares, indicating continued insider alignment with shareholders
• Transaction is administrative: disposition is described as issuer withholding to satisfy tax obligations from RSU settlement, not an open-market sale

Negative

• Minor reduction in direct holdings: 15,553 Class A shares were disposed (withheld) which slightly reduces direct stake
• Indirect holdings through an entity: 142,500 shares held by APM33, LLC adds a layer of indirect ownership that may complicate transparency for some investors

Insights

Corporate Governance Expert

TL;DR: Transaction appears administrative and not a sign of active selling; insider retains substantial direct and indirect holdings.

The reported disposition is explicitly described as issuer-withheld shares to cover tax liabilities upon RSU net settlement, which is a routine corporate administration event and not a market sale. The reporting person remains a significant insider with over 1.8 million combined Class A shares beneficially owned, preserving alignment with shareholders. For governance review, this transaction does not indicate change in control or an unexpected liquidity event.

Securities Analyst

TL;DR: Administrative withholding reduced direct shares by 15,553; overall insider stake remains material.

From a market-materiality perspective, the withheld amount is small relative to the insider's total holdings and likely immaterial to share supply or valuation. The disclosure clarifies indirect holdings via APM33, LLC, which should be tracked for cumulative insider exposure. No derivative transactions or open-market sales are reported, limiting immediate market impact.

SEC Form 4

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

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^*

Melwani Praveer

(Last) (First) (Middle)

C/O FIGMA, INC.

760 MARKET STREET, FLOOR 10

(Street)

SAN FRANCISCO CA 94102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Figma, Inc. [ FIG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/01/2025		F(1)		15,553	D	$70.28	1,669,098	D
Class A Common Stock								142,500	I	By APM33, LLC(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The transaction represents the number of shares of Class A Common Stock withheld by the Issuer to satisfy tax withholding liabilities in connection with the net settlement of restricted stock units.

2. These securities are held by APM33, LLC, of which the Reporting Person is a manager.

	/s/ Brendan Mulligan, Attorney-in-Fact	09/03/2025
	** 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.

FAQ

What did the Figma (FIG) insider report on Form 4?

The reporting person disclosed that 15,553 Class A shares were withheld by the issuer to satisfy tax withholding on RSU net settlement and that they beneficially own 1,669,098 Class A shares directly plus 142,500 Class A shares indirectly via APM33, LLC.

Was the transaction an open-market sale by the insider of FIG stock?

No. The filing states the shares were withheld by the issuer for tax withholding related to net settlement of restricted stock units, not sold on the open market.

How much indirect ownership does the reporting person have in FIG?

The reporting person holds 142,500 Class A shares indirectly through APM33, LLC, where they serve as manager.

Does the Form 4 show any derivative transactions for FIG by this insider?

No. Table II for derivative securities contains no reported transactions; only non-derivative Class A share withholding is disclosed.

Does the disclosed withholding materially change the insider's stake in FIG?

No. The withheld amount of 15,553 shares is small relative to the total beneficial ownership reported and does not materially change the insiders overall stake.