FIGS (FIGS) CFO reports 10,515-share sale tied to RSU vesting

Rhea-AI Filing Summary

FIGS, Inc. reported that its Chief Financial Officer, Sarah Oughtred, sold shares of Class A common stock in connection with the vesting of restricted stock units (RSUs). On January 7, 2026, she sold 10,515 shares at a weighted average price of $11.5004 per share, with individual sale prices ranging from $11.50 to $11.55. The filing explains that these shares were sold solely to cover taxes and fees owed upon RSU vesting under a pre-established Rule 10b5-1 instruction letter delivered on August 13, 2024. After these transactions, she beneficially owns 834,830 shares of FIGS Class A common stock, including 712,437 RSUs, each RSU representing a contingent right to receive one share.

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
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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).

X

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^*

Oughtred Sarah

(Last) (First) (Middle)

C/O FIGS, INC. 2834 COLORADO AVENUE

SUITE 100

(Street)

SANTA MONICA CA 90404

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/07/2026

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	01/07/2026(1)		S(2)		10,515	D	$11.5004(3)	834,830(4)	D

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. THIS FORM 4 CONCERNS THE VESTING AND SETTLEMENT OF RESTRICTED STOCK UNITS ("RSUs"), WHICH SERVE TO INCREASE THE NUMBER OF SHARES OF THE OUTSTANDING CAPITAL STOCK OF THE ISSUER OWNED BY THE REPORTING PERSON, AND THE RELATED SALE OF CERTAIN SHARES REQUIRED PURSUANT TO A 10B5-1 INSTRUCTION LETTER TO SATISFY THE TAX OBLIGATIONS OWED IN CONNECTION WITH THE VESTING AND SETTLEMENT OF SUCH RSUs. SEE ADDITIONAL FOOTNOTES BELOW FOR MORE INFORMATION.

2. REPRESENTS THE AGGREGATE NUMBER OF SHARES SOLD BY THE REPORTING PERSON SOLELY TO COVER REQUIRED TAXES AND FEES DUE UPON THE VESTING AND SETTLEMENT OF RSUs. THE SALES WERE MADE PURSUANT TO A 10B5-1 INSTRUCTION LETTER DELIVERED TO THE ISSUER ON AUGUST 13, 2024, AND NONE OF THE SHARES REPORTED ON THIS FORM 4 WERE SOLD FOR ANY REASON OTHER THAN TO COVER REQUIRED TAXES AND FEES.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.50 to $11.55 per share, inclusive. 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.

4. 712,437 of these securities are RSUs, each representing a contingent right to receive one share of the Issuer's Class A Common Stock.

Remarks:

	/s/ Danielle Warner as Attorney-in-Fact for Sarah Oughtred	01/08/2026
	** 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).
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FAQ

What insider transaction did FIGS (FIGS) disclose for January 7, 2026?

FIGS disclosed that Chief Financial Officer Sarah Oughtred sold 10,515 shares of Class A common stock on January 7, 2026 at a weighted average price of $11.5004 per share.

Why did FIGS CFO Sarah Oughtred sell 10,515 FIGS shares?

The filing states the 10,515 shares were sold solely to cover required taxes and fees related to the vesting and settlement of RSUs, pursuant to a pre-set Rule 10b5-1 instruction letter.

What price range were the FIGS shares sold for in this insider sale?

The reported weighted average sale price was $11.5004 per share, with individual transactions occurring at prices ranging from $11.50 to $11.55 per share.

How many FIGS shares does the CFO beneficially own after this transaction?

After the reported sale, the CFO beneficially owns 834,830 shares of FIGS Class A common stock, which includes 712,437 RSUs that each represent a contingent right to receive one share.

What role do RSUs play in this FIGS insider transaction?

The Form 4 explains that the event concerns the vesting and settlement of RSUs, which increased the CFO’s ownership, and that the related share sale was made only to cover tax obligations from that vesting.

Was the FIGS CFO’s share sale under a Rule 10b5-1 trading plan?

Yes. The filing notes the sales were made under a Rule 10b5-1 instruction letter delivered to FIGS on August 13, 2024, intended to satisfy tax and fee obligations from RSU vesting.