Rent the Runway (RENT) awards 120,359 RSUs to Chief Supply Chain Officer

Rhea-AI Filing Summary

Rent the Runway, Inc. reported an equity award to a senior executive. On 12/16/2025, Chief Supply Chain Officer Andrew Rau received 120,359 restricted stock units (RSUs), each representing the right to receive one share of the company’s Class A Common Stock. The RSUs vest 25% on December 16, 2026, with the remaining 75% vesting in 16 substantially equal quarterly installments after that date. The Form 4 shows 120,359 derivative securities beneficially owned directly following the transaction, with an exercise price of $0, reflecting the typical structure of RSU awards.

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

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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^*

Rau Andrew

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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

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	(1)	12/16/2025		A		120,359		(1)	(1)	Class A Common Stock	120,359	$0	120,359	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents the contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs vest as to 25% on December 16, 2026, and the remaining 75% in 16 substantially equal quarterly installments thereafter.

Remarks:

	/s/ Cara Schembri as Attorney in-fact for Andrew Rau	12/18/2025
	** 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

What insider transaction did Rent the Runway (RENT) disclose for Andrew Rau?

Rent the Runway disclosed that Chief Supply Chain Officer Andrew Rau received an award of 120,359 restricted stock units (RSUs) on 12/16/2025, as reported on a Form 4.

How many Rent the Runway RSUs were granted to the officer in this Form 4?

The filing reports a grant of 120,359 restricted stock units, each representing the contingent right to receive one share of Rent the Runway’s Class A Common Stock.

What is the vesting schedule for the 120,359 RSUs reported by Rent the Runway (RENT)?

The RSUs vest as to 25% on December 16, 2026, and the remaining 75% vest in 16 substantially equal quarterly installments thereafter.

What type of security is reported in Rent the Runway’s Form 4 for Andrew Rau?

The Form 4 reports restricted stock units (RSUs) as derivative securities, each tied to one share of Rent the Runway’s Class A Common Stock.

What is the exercise or purchase price of the Rent the Runway RSUs granted to the officer?

The derivative securities table shows a price of $0 for the restricted stock units, which is typical for RSU awards.

How many derivative securities does the officer beneficially own after this Rent the Runway RSU grant?

Following the reported transaction, the Form 4 lists 120,359 derivative securities beneficially owned directly by the reporting person.