ContextLogic (LOGC) CFO sells 4,485 shares in tax sell-to-cover

ContextLogic Holdings Inc. (LOGC) filed a Form 4 reporting an automatic sale of shares by its Chief Financial Officer.

Accepted by SEC EDGAR 11/20/2025 - 04:15 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

ContextLogic Holdings Inc. (LOGC) filed a Form 4 reporting an automatic sale of shares by its Chief Financial Officer. On November 19, 2025, the CFO disposed of 4,485 shares of common stock in a transaction coded "F" at a price of $7.05 per share to cover tax withholding obligations tied to restricted stock units (RSUs).

The filing also notes that on November 14, 2025, 11,870 RSUs converted into an equal number of common shares at a $0 exercise price, leaving the reporting person with 7,385 shares of common stock held directly after the transactions. Half of the RSUs vested on November 14, 2025, and the remaining 50% are scheduled to vest on May 15, 2026, with settlement to occur on or after vesting, and in any event within 60 days of each vesting date unless a later date is agreed in writing.

Insider Trade Summary

11,870 shares exercised/converted

Exercise 2 txns

Insider Scarola Michael Gerard

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	4,485	$7.05	$32K
Exercise	Restricted Stock Units	11,870	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 11,870 contracts (Direct); Common Stock — 7,385 shares (Direct)

Footnotes (3)

1. F1. The sale reported on this Form 4 represents shared sold to cover tax withholding obligations in connecting with the vesting and settlement of RSUs on November 14, 2025. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person
2. F2. The price reported in column 4 represents the sale price for the "sell to cover."
3. F3. Subject to the Reporting Person's continued service, 50% of the RSUs vested on November 14, 2025, and the remaining 50% of the RSUs will vest on May 15, 2026. Vested RSUs will settle on or following the vesting date, but in any event within 60 days following the vesting date (unless the Reporting Person and the Issuer have agreed in writing to a later settlement date pursuant to procedures the Issuer may prescribe at its discretion).

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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^*

Scarola Michael Gerard

(Last) (First) (Middle)

2648 INTERNATIONAL BLVD STE 301

(Street)

OAKLAND CA 94601

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ContextLogic Holdings Inc. [ LOGC ]

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)
11/19/2025

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
Common Stock	11/19/2025		F(1)		4,485	D	$7.05(2)	7,385	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
Restricted Stock Units	$0	11/14/2025		M		11,870		(3)	(3)	Common Stock	11,870	$0	11,870	D

Explanation of Responses:

1. The sale reported on this Form 4 represents shared sold to cover tax withholding obligations in connecting with the vesting and settlement of RSUs on November 14, 2025. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person

2. The price reported in column 4 represents the sale price for the "sell to cover."

3. Subject to the Reporting Person's continued service, 50% of the RSUs vested on November 14, 2025, and the remaining 50% of the RSUs will vest on May 15, 2026. Vested RSUs will settle on or following the vesting date, but in any event within 60 days following the vesting date (unless the Reporting Person and the Issuer have agreed in writing to a later settlement date pursuant to procedures the Issuer may prescribe at its discretion).

Remarks:

The November 14, 2025 RSU conversion was also reported on the November 18, 2025 Form 4 but has been repeated here for additional context about the sell-to-cover transaction.

	/s/ Marianne Lewis, Attorney-in-Fact	11/20/2025
	** 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.
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