Reformation 10% holder sells 149K shares in IPO

A 10% owner entity associated with Permira funds sold shares in REF’s IPO over-allotment but continues to hold a large common stock position.

Rhea-AI Filing Summary

Reformation Inc. (REF) reports that an affiliated holder, Refo SCSp, sold 149,596 shares of Common Stock on September 1, 2026 at $13.95 per share as a selling stockholder in the company’s initial public offering, in connection with an underwriter’s exercise of its over-allotment option. After this transaction, Refo SCSp is reported as holding 28,942,153 shares of Reformation Inc. common stock. The filing states that P6 GP Sarl, Permira VI L.P.1 and Permira VI G.P. Ltd are upstream entities related to Refo SCSp and each disclaims beneficial ownership except to the extent of its pecuniary interest, if any. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Net Seller: 149,596 shares

Net Sell 1 txn

Insider Refo SCSp, P6 GP Sarl, Permira VI L.P.1, Permira VI G.P. Ltd

Role 10% Owner | 10% Owner | 10% Owner | 10% Owner

Sold 149,596 shs ($2.09M)

Type	Security	Shares	Price	Value
Sale	Common Stock F1, F2	149,596	$13.95	$2.09M

Holdings After Transaction: Common Stock — 28,942,153 shares (Direct)

Footnotes (2)

1. F1. Represents shares of common stock sold as a selling stockholder in the Issuer's initial public offering at $13.95 per share, which reflects the price to the public less the underwriting discount and commission, in connection with an underwriter's exercise of its over-allotment option relating to the Issuer's initial public offering.
2. F2. Represents shares of common stock held directly by Refo SCSp. P6 GP Sarl is the general partner of Refo SCSp. Permira VI L.P.1 is the controlling shareholder of P6 GP Sarl. Permira VI L.P.1 acts through Permira VI G.P. Limited, its general partner. Each of the foregoing entities disclaims beneficial ownership of the securities held by Refo SCSp, except to the extent of their respective pecuniary interest therein, if any.

Key Figures

Shares sold: 149,596 shares Sale price per share: $13.95 per share Shares held after transaction: 28,942,153 shares +2 more

5 metrics

Shares sold 149,596 shares Common Stock sold on September 1, 2026 by Refo SCSp

Sale price per share $13.95 per share Price to the public less underwriting discount and commission in IPO over-allotment sale

Shares held after transaction 28,942,153 shares Common Stock directly held by Refo SCSp following the reported sale

Net shares sold 149,596 shares Net sell activity reported in the Form 4 transaction summary

Number of sell transactions 1 transaction Single open market or private sale transaction reported

Key Terms

over-allotment option, selling stockholder, initial public offering, underwriting discount and commission, +1 more

5 terms

over-allotment option financial

"in connection with an underwriter's exercise of its over-allotment option"

An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.

selling stockholder financial

"shares of common stock sold as a selling stockholder in the Issuer's"

A selling stockholder is an individual or entity that owns shares of a company's stock and chooses to sell some or all of those shares to others. This often occurs when the owner wants to cash in on their investment or reduce their stake. For investors, understanding who the selling stockholder is can provide insights into potential changes in the company's ownership or market activity.

initial public offering financial

"sold as a selling stockholder in the Issuer's initial public offering"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

underwriting discount and commission financial

"price to the public less the underwriting discount and commission"

pecuniary interest financial

"except to the extent of their respective pecuniary interest therein"

FAQ

What insider transaction did Reformation Inc. (REF) disclose in this Form 4?

Reformation Inc. disclosed that Refo SCSp, a 10% owner, sold 149,596 shares of Common Stock on September 1, 2026 at $13.95 per share in connection with the underwriter’s exercise of its over-allotment option in the company’s initial public offering.

How many REF shares does the reporting holder own after this Form 4 transaction?

After the reported sale, Refo SCSp is shown as directly holding 28,942,153 shares of Reformation Inc. common stock. This holding is reported as direct ownership by Refo SCSp, with related entities disclaiming beneficial ownership except for any pecuniary interest.

Who is the reporting person in this REF Form 4 and what is their role?

The principal reporting holder is Refo SCSp, identified as a 10% owner of Reformation Inc. Related reporting persons include P6 GP Sarl, Permira VI L.P.1 and Permira VI G.P. Ltd, which are described as upstream entities connected to Refo SCSp.

Was the REF insider sale made under a Rule 10b5-1 trading plan?

No. The filing indicates that no Rule 10b5-1 trading plan applies to this transaction, as the document-level 10b5-1 checkbox is not checked and the footnotes do not state that the sale was made under such a plan.

How is the REF insider sale related to the company’s initial public offering?

The sale represents shares of common stock sold by Refo SCSp as a selling stockholder in Reformation Inc.’s initial public offering at $13.95 per share, reflecting the price to the public less the underwriting discount and commission, in connection with the underwriter’s over-allotment option exercise.

Do the Permira-related entities fully own the REF shares reported in this Form 4?

The filing states that P6 GP Sarl, Permira VI L.P.1 and Permira VI G.P. Ltd are related to Refo SCSp but each disclaims beneficial ownership of the securities held by Refo SCSp, except to the extent of its respective pecuniary interest, if any.

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Available on EDGAR 09/03/2026 - 05:27 PM Accepted by SEC EDGAR 09/03/2026 - 05:25 PM Learn about SEC filing dates

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^*

Refo SCSp

(Last) (First) (Middle)

488, ROUTE DE LONGWY

(Street)

LUXEMBOURG I L-1940

(City) (State) (Zip)

LUXEMBOURG

(Country)

2. Issuer Name and Ticker or Trading Symbol
Reformation Inc. [ REF ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

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

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

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

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	09/01/2026		S(1)		149,596	D	$13.95	28,942,153	D(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

1. Name and Address of Reporting Person^*

Refo SCSp

(Last) (First) (Middle)

488, ROUTE DE LONGWY

(Street)

LUXEMBOURG I L-1940

(City) (State) (Zip)

LUXEMBOURG

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

P6 GP Sarl

(Last) (First) (Middle)

488, ROUTE DE LONGWY

(Street)

LUXEMBOURG I L-1940

(City) (State) (Zip)

LUXEMBOURG

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Permira VI L.P.1

(Last) (First) (Middle)

488, ROUTE DE LONGWY

(Street)

LUXEMBOURG I L-1940

(City) (State) (Zip)

LUXEMBOURG

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Permira VI G.P. Ltd

(Last) (First) (Middle)

TRAFALGAR COURT LES BANQUES

(Street)

ST PETER PORT GY1 6DJ

(City) (State) (Zip)

GUERNSEY

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Represents shares of common stock sold as a selling stockholder in the Issuer's initial public offering at $13.95 per share, which reflects the price to the public less the underwriting discount and commission, in connection with an underwriter's exercise of its over-allotment option relating to the Issuer's initial public offering.

2. Represents shares of common stock held directly by Refo SCSp. P6 GP Sarl is the general partner of Refo SCSp. Permira VI L.P.1 is the controlling shareholder of P6 GP Sarl. Permira VI L.P.1 acts through Permira VI G.P. Limited, its general partner. Each of the foregoing entities disclaims beneficial ownership of the securities held by Refo SCSp, except to the extent of their respective pecuniary interest therein, if any.

	Refo SCSp, By: /s/ Eddy Perrier, Manager for and on behalf of P6 GP Sarl, acting for its own account and as general partner of Refo SCSp	09/03/2026
	P6 GP Sarl, By: /s/ Eddy Perrier, Manager	09/03/2026
	Permira VI L.P.1, By: Permira VI G.P. Limited, its general partner, By: /s/ Nigel Carey, Director	09/03/2026
	Permira VI G.P. Limited, By: /s/ Nigel Carey, Director	09/03/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)