ContextLogic Holdings (LOGC) director settles 64,801 RSUs into common stock

Rhea-AI Filing Summary

ContextLogic Holdings Inc. reported an insider equity transaction by one of its directors. On December 5, 2025, the director settled 64,801 Restricted Stock Units (RSUs) into an equal number of shares of common stock at a stated price of $0 per share. Following this settlement, the director directly beneficially owned 90,485 shares of ContextLogic Holdings common stock.

The RSUs were granted for the director’s service on the Board. According to the disclosure, these RSUs vest in full on the one-year anniversary of the grant date, subject to continued service, or on a pro-rata basis if service ends earlier, including resignation. The Board may, at its discretion, fully vest the RSUs upon termination, and the units fully vest upon a change in control or certain other Board-designated “special transactions.” Vested RSUs are to be settled on or following the vesting date, and in any event within 60 days after that date, unless a later settlement date is agreed in writing.

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

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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).

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^*

Heinberg Marshall S

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/05/2025

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	12/05/2025		M(1)		64,801	A	$0	90,485	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	12/05/2025		M(2)		64,801		(3)	(3)	Common Stock	64,801	$0	0	D

Explanation of Responses:

1. The Reporting Person was granted Restricted Stock Units ("RSUs") which represent a contingent right to receive one share of Common Stock, $0.0001 par value, for each RSU. This reported transaction represents the settlement of RSUs vested as of December 5, 2025.

2. This reported transaction represents the settlement of RSUs vested as of December 5, 2026.

3. The RSUs were granted in connection with the Reporting Person's service as a member of the Board of Directors for the Issuer. Subject to the Reporting Person's continued service, the RSUs will vest in full on the one-year anniversary of the date of grant based upon continued service, or on a pro-rata basis upon termination of service, including resignation before vesting. Upon termination of service, the Board in its discretion may fully vest the Reporting Person's RSUs. RSUs will fully vest in connection with the occcurrence of a change in control or any other transaction the Board designates as a "special transaction". Vested RSUs will settle on or followaing 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 the procedures the Issuer may prescribe at it's discretion).

	/s/ Marianne Lewis, Attorney-in-Fact	12/08/2025
	** 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).
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FAQ

What insider transaction did ContextLogic Holdings Inc. (LOGC) disclose in this Form 4?

A director of ContextLogic Holdings Inc. reported the settlement of 64,801 Restricted Stock Units (RSUs) into the same number of shares of common stock on December 5, 2025.

How many ContextLogic Holdings (LOGC) shares does the reporting director own after this transaction?

After the RSU settlement, the director beneficially owned 90,485 shares of ContextLogic Holdings common stock in direct ownership.

What are the vesting terms of the ContextLogic Holdings (LOGC) RSUs reported in this filing?

The RSUs were granted for Board service and, subject to continued service, will vest in full on the one-year anniversary of the grant date, or pro-rata upon termination of service, including resignation.

Under what conditions can the ContextLogic Holdings (LOGC) Board accelerate RSU vesting for this director?

The disclosure states the Board may fully vest the RSUs at its discretion upon termination of service, and the RSUs will fully vest upon a change in control or another Board-designated “special transaction.”

When are the vested RSUs of ContextLogic Holdings (LOGC) settled into common stock?

Vested RSUs are to be settled on or following the vesting date, and in any event within 60 days after the vesting date, unless the director and the company agree in writing to a later settlement date under company procedures.

What was the reported price for the ContextLogic Holdings (LOGC) RSU settlement?

The settlement of 64,801 RSUs into common stock was reported at a price of $0 per underlying share, which is typical for RSU settlements where the value is recognized as compensation rather than a share purchase.