Rent the Runway (RENT) director logs RSU vesting and tax-cover sale
Rhea-AI Filing Summary
Rent the Runway, Inc. director Dhiren R. Fonseca reported the vesting and settlement of 134,648 restricted stock units, which converted into the same number of shares of Class A common stock on July 23, 2026. On July 24, 34,516 shares were sold at a weighted average of $2.9905 per share solely to cover tax obligations under a standing Rule 10b5-1 instruction.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Exercise and sale activity reported; no spread calculated
Exercise and Sale
3 txns
Insider
Fonseca Dhiren R.
Role
Director
Sold
34,516 shs ($103K)
Approx. gross sale proceeds
$103K
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock F2, F3, F4 | 34,516 | $2.9905 | $103K |
| Conversion | Restricted Stock Units F5 | 134,648 | $0.00 | $0.00 |
| Conversion | Class A Common Stock F1 | 134,648 | $0.00 | $0.00 |
Holdings After Transaction:
Restricted Stock Units — 134,648 shares (Direct);
Class A Common Stock — 100,132 shares (Direct)
Footnotes (5)
- F1. Represents the conversion of restricted stock units to Class A Common Stock of the Issuer upon vesting and settlement of the restricted stock units.
- F2. Shares were sold solely to cover taxes upon the vesting and settlement of restricted stock units pursuant to a standing Rule 10b5-1 instruction dated April 24, 2026.
- F3. Represents the Reporting Person's pro rata portion of the total shares sold on the transaction date to cover taxes upon the vesting and settlement of restricted stock units for certain employees of the Issuer.
- F4. The price reported in Column 4 is a weighted average price of all shares sold on the transaction date by the Issuer's broker to cover taxes upon the vesting of restricted stock units for certain employees of the Issuer. These shares were sold in multiple transactions at prices ranging from $2.92 to $3.06, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F5. Each restricted stock unit represents the contingent right to receive one share of the Issuer's Class A Common Stock. The restricted stock units were granted outside of the Issuer's Second Amended and Restated 2021 Incentive Award Plan, as amended, in reliance on Nasdaq Listing Rule 5635(c)(4) as a material inducement for the reporting person to commence employment with the Issuer.
Key Figures
Shares sold to cover taxes: 34,516 shares
Weighted average sale price: $2.9905 per share
RSUs converted: 134,648 units
+3 more
6 metrics
Shares sold to cover taxes
34,516 shares
Class A Common Stock sold on July 24, 2026 at weighted avg $2.9905 per share to cover taxes
Weighted average sale price
$2.9905 per share
Weighted average price for tax-cover sales of Class A Common Stock on July 24, 2026
RSUs converted
134,648 units
Restricted stock units converted into Class A Common Stock upon vesting and settlement on July 23, 2026
Underlying shares from RSUs
134,648 shares
Each restricted stock unit represents the right to receive one share of Class A Common Stock
Sale price range
$2.92–$3.06 per share
Range of prices for multiple broker transactions covering taxes on July 24, 2026
Rule 10b5-1 instruction date
April 24, 2026
Date of standing Rule 10b5-1 instruction governing tax-cover share sales
Key Terms
restricted stock units, Rule 10b5-1, Nasdaq Listing Rule 5635(c)(4), material inducement
4 terms
restricted stock units financial
"Represents the conversion of restricted stock units to Class A Common Stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Rule 10b5-1 regulatory
"Shares were sold solely to cover taxes ... pursuant to a standing Rule 10b5-1 instruction"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
Nasdaq Listing Rule 5635(c)(4) regulatory
"granted outside ... in reliance on Nasdaq Listing Rule 5635(c)(4) as a material inducement"
NASDAQ Listing Rule 5635(c)(4) is a rule that requires a company to get approval from its shareholders before selling a large amount of its shares, usually over 20%. This helps protect investors by making sure the company doesn't flood the market with new shares without their say, which could lower the stock's value.
material inducement financial
"as a material inducement for the reporting person to commence employment"
A material inducement is a significant incentive or benefit offered to persuade someone to take a particular action or enter an agreement, such as a cash payment, equity award or other important perk. For investors it matters because these inducements can increase company costs or share dilution, shape management and employee behavior, and signal potential conflicts of interest — think of it like a large signing bonus that changes the economics and incentives of a deal.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider equity transactions did Rent the Runway (RENT) report for Dhiren R. Fonseca?
Fonseca reported vesting of 134,648 restricted stock units that converted into an equal number of Class A shares on July 23, 2026. The next day, 34,516 shares were sold at a weighted average of $2.9905 per share solely to cover taxes under a standing Rule 10b5-1 instruction.
What size RSU conversion did RENT disclose for Dhiren R. Fonseca?
The filing shows 134,648 restricted stock units converting into an equal number of Class A shares upon vesting and settlement. Each unit represents the right to receive one share, and the award was granted as a material inducement under Nasdaq Listing Rule 5635(c)(4).
How were Dhiren R. Fonseca's RSUs granted according to the RENT disclosure?
Each restricted stock unit represents the contingent right to receive one Class A share. The RSUs were granted outside Rent the Runway's Second Amended and Restated 2021 Incentive Award Plan, relying on Nasdaq Listing Rule 5635(c)(4) as a material inducement for Fonseca to commence employment.