[Form 4] Rent the Runway, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Rent the Runway, Inc. (RENT) – Form 4 insider transaction

Director Gwyneth Paltrow reported receiving 1,685 restricted stock units (RSUs) of Class A common stock on 07/08/2025. The award, granted under the company’s Non-Employee Director Compensation Program, was recorded with Transaction Code A at a cost of $0 per unit.

The RSUs will vest on the earlier of (i) the one-year anniversary of the grant date or (ii) the date of Rent the Runway’s next Annual Meeting of Stockholders, contingent on her continued board service. After this grant, Paltrow’s total beneficial ownership increases to 8,334 shares, all held directly.

No shares were sold and no derivative securities were reported. The filing, submitted on 07/10/2025, represents a routine equity grant intended to align director incentives rather than a market transaction.

Insights

Corporate Governance Analyst

TL;DR: Routine RSU grant; neutral impact on valuation, slight governance positive.

The Form 4 discloses a standard annual equity award—1,685 RSUs—to director Gwyneth Paltrow. At today’s sub-$1 share price, the grant’s dollar value and 8.3 k aggregate ownership are immaterial to Rent the Runway’s float or daily trading volume. While the award modestly strengthens director–shareholder alignment, it does not signal insider conviction through open-market purchase nor indicate liquidity concerns through a sale. The event therefore carries negligible financial impact and is best viewed as routine board compensation.

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^*

Paltrow Gwyneth

(Last) (First) (Middle)

C/O RENT THE RUNWAY, INC.

10 JAY STREET

(Street)

BROOKLYN NY 11201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Rent the Runway, Inc. [ RENT ]

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)
07/08/2025

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
Class A Common Stock	07/08/2025		A		1,685(1)	A	$0	8,334	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. Reflects restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's Class A Common Stock. This award was granted as the Reporting Person's annual equity award pursuant to the Issuer's Non-Employee Director Compensation Program. The RSUs will vest on the earlier of 1) the one year anniversary of the grant date or 2) the date of the Issuer's next Annual Meeting of Stockholders, subject to the Reporting Person's continuous service as a member of the Board of Directors on such date.

Remarks:

	/s/ Cara Schembri as Attorney-in-fact for Gwyneth Paltrow	07/10/2025
	** 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.
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.

FAQ

How many Rent the Runway (RENT) shares did Gwyneth Paltrow acquire?

1,685 RSUs, each convertible into one Class A share upon vesting.

What was the acquisition price of the RSUs reported in the Form 4?

The RSUs were granted at $0 cost (director compensation, not a market purchase).

When will the newly granted RSUs to Gwyneth Paltrow vest?

They vest on the earlier of one year from 07/08/2025 or the next Annual Meeting of Stockholders.

What is Gwyneth Paltrow’s total RENT share ownership after the transaction?

Her beneficial ownership stands at 8,334 Class A shares following the grant.

Did the filing report any sale of Rent the Runway stock?

No. The Form 4 shows no dispositions; only an RSU award was reported.

On what date was the Form 4 filed with the SEC?

The filing date is 07/10/2025.