FIGS holder reports 15% beneficial ownership

Catherine Eva Spear filed an amended Schedule 13D reporting her beneficial ownership in FIGS, Inc. Class A common stock.

Rhea-AI Filing Summary

Catherine Eva Spear filed an amended Schedule 13D reporting her beneficial ownership in FIGS, Inc. Class A common stock. She reports beneficial ownership of 27,668,112 shares, representing 15.0% of the Class A common stock, based on 158,763,612 shares outstanding as of April 30, 2026.

Her position includes directly held Class A and Class B shares, convertible Class B shares, vested options, restricted stock units, and shares held through trusts and an LLC. The filing also notes an April 2, 2026 open market sale of 62,335 Class A shares at $14.44 per share to cover taxes and fees on vested restricted stock units.

Key Figures

Beneficial ownership: 27,668,112 shares Percent of class: 15.0% Shares outstanding: 158,763,612 shares +5 more

8 metrics

Beneficial ownership 27,668,112 shares Class A common stock beneficially owned on Schedule 13D/A

Percent of class 15.0% Portion of FIGS Class A common stock beneficially owned

Shares outstanding 158,763,612 shares FIGS Class A shares outstanding as of April 30, 2026

Sole voting power 27,667,971 shares Shares over which Spear has sole voting power

Shared voting power 141 shares Shares with shared voting and dispositive power

Open market sale 62,335 shares at $14.44/share April 2, 2026 sale to cover taxes and fees

Options position 19,793,739 options Options to purchase Class A shares vested/exercisable within 60 days

Restricted stock units 120,979 RSUs Restricted stock units held by the reporting person

Key Terms

beneficially owned, restricted stock units, Voting Agreement, Schedule 13D, +2 more

6 terms

beneficially owned financial

"Amount beneficially owned: 27,668,112 Percent of Class: 15.0%"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

restricted stock units financial

"In addition, the Reporting Person holds 120,979 restricted stock units and options"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Voting Agreement regulatory

"by virtue of the agreements made pursuant to the Voting Agreement, the Voting Parties"

A voting agreement is a legally binding pact in which shareholders promise to cast their votes the same way on certain corporate matters, such as electing directors or approving a merger. It matters to investors because it changes who controls company decisions and makes outcomes more predictable—like a group of neighbors agreeing in advance to vote the same way on a community rule, it can strengthen or limit the influence of other shareholders and affect the company’s future direction.

Schedule 13D regulatory

"If the filing person has previously filed a statement on Schedule 13G to report the acquisition"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

open market transaction financial

"disposed of 62,335 shares of Class A Common Stock in an open market transaction at $14.44 per share"

An open market transaction is a buy or sell of publicly traded securities executed on an exchange or other public trading venue where many buyers and sellers can participate. It matters to investors because these trades change the visible supply and demand for a stock—like shoppers moving prices in a busy marketplace—affecting share price, liquidity (how easily you can trade), and sometimes the balance of ownership.

sole voting power financial

"Sole Voting Power 27,667,971.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stake does Catherine Spear report in FIGS (FIGS) on this Schedule 13D/A?

Catherine Spear reports beneficial ownership of 27,668,112 FIGS Class A shares, representing 15.0% of the class. This percentage is calculated using 158,763,612 Class A shares outstanding as of April 30, 2026, from FIGS’ Form 10-Q.

How many FIGS shares does Catherine Spear beneficially own according to the filing?

The filing states Catherine Spear beneficially owns 27,668,112 FIGS Class A shares. This total includes directly held shares, convertible Class B shares, vested options, restricted stock units, trust-held shares, and shares held through Hollywood Capital Partners LLC.

What recent FIGS share transaction did Catherine Spear disclose in this amendment?

Catherine Spear disclosed disposing of 62,335 FIGS Class A shares on April 2, 2026, in an open market transaction at $14.44 per share. The filing explains this sale was made solely to cover required taxes and fees on vested restricted stock units.

How many FIGS shares were outstanding for calculating Catherine Spear’s 15% ownership?

Her 15.0% beneficial ownership is based on 158,763,612 FIGS Class A shares outstanding as of April 30, 2026. That outstanding share count comes from FIGS’ Quarterly Report on Form 10-Q filed with the SEC on May 7, 2026.

What types of securities make up Catherine Spear’s beneficial ownership in FIGS?

Her beneficial ownership includes Class A shares, Class B shares convertible one-to-one into Class A, 120,979 restricted stock units, options to purchase 19,793,739 Class A shares, trust-held shares, and 141 Class A shares held by Hollywood Capital Partners LLC.

Does Catherine Spear report any shared voting or dispositive power over FIGS shares?

Yes. She reports sole voting and dispositive power over 27,667,971 shares, and shared voting and dispositive power over 141 shares. The 141 shared-power shares are held by Hollywood Capital Partners LLC, where she and FIGS’ Executive Chairman are the sole members.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/12/2026 - 04:27 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 10)

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 400
Santa Monica, CA, 90404
424-300-8330

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

05/09/2026

(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).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 30260D103

1

Name of reporting person

Spear Catherine Eva

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

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)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 27,667,971.00
8	Shared Voting Power 141.00
9	Sole Dispositive Power 27,667,971.00
10	Shared Dispositive Power 141.00

11

Aggregate amount beneficially owned by each reporting person

27,668,112.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

15.0 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

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 400, Santa Monica, CALIFORNIA , 90404.
Item 1 Comment: EXPLANATORY NOTE: This Amendment No. 10 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 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: 27,668,112 Percent of Class: 15.0% The above percentage is based upon 158,763,612 shares of Class A Common Stock outstanding as of April 30, 2026 based on the Quarterly Report on Form 10-Q filed with the SEC on May 7, 2026.
(b)	Number of shares the Reporting Person has: -Sole power to vote or direct the vote: 27,667,971 -Shared power to vote: 141 -Sole power to dispose or direct the disposition of: 27,667,971 -Shared power to dispose or direct the disposition of: 141 The Reporting Person is the record holder of 1,487,019 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 120,979 restricted stock units and options to purchase 19,793,739 shares of Class A Common Stock, that are vested and exercisable, respectively, 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 Chairman, 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)	On April 2, 2026, the Reporting Person disposed of 62,335 shares of Class A Common Stock in an open market transaction at $14.44 per share, solely to cover required taxes and fees due upon the vesting and settlement of restricted stock units.
(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.

Spear Catherine Eva

Signature:	/s/ Catherine Spear
Name/Title:	Catherine Spear
Date:	05/12/2026