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[Form 4] Revolve Group, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Revolve Group Chief Financial Officer Jesse Timmermans reported equity compensation activity and related tax withholding. He received a stock option for 53,657 shares of Class A common stock at an exercise price of $0.0000 per share, vesting in five equal annual installments beginning on March 1, 2027 and becoming fully vested on March 1, 2031, subject to continued service. He also acquired 17,389 shares of Class A common stock at $0.0000 per share upon the vesting of previously granted performance- and service-based restricted stock units, after the Compensation Committee certified performance on February 17, 2026. To cover taxes on the RSU vesting, 6,239 shares of Class A common stock were disposed of at $25.16 per share, leaving him with 22,760 Class A shares directly owned after these transactions.

Positive

  • None.

Negative

  • None.
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*
Timmermans Jesse

(Last) (First) (Middle)
12889 MOORE STREET

(Street)
CERRITOS CA 90703

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Revolve Group, Inc. [ RVLV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF FINANCIAL OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026
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 03/01/2026 A 17,389(1) A $0 28,999 D
Class A Common Stock 03/01/2026 F 6,239(2) D $25.16 22,760 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
Stock Option (right to buy) $25.16 03/01/2026 A 53,657 (3) 03/01/2036 Class A Common Stock 53,657 $0 53,657 D
Explanation of Responses:
1. Represents an equal number of restricted stock units ("RSUs"). Each RSU represents the right to receive a share of the Issuer's Class A common stock on the date it vests. These RSUs were granted subject to performance- and service-based vesting requirements. On February 17, 2026, the Compensation Committee of the Issuer's Board of Directors certified the level of achievement of the performance-based conditions. As a result, vested shares earned based upon such level of achievement were delivered to the reporting person on March 1, 2026.
2. Represents tax withholding upon the vesting of the RSUs.
3. The stock option vests over five years, with 1/5th of the total shares vesting and becoming exercisable annually beginning on March 1, 2027 such that the option is fully vested and exercisable on March 1, 2031, in each case subject to the Reporting Person's continued service to the Issuer or any parent or subsidiary of the Issuer through each such date.
/s/ Jodi Lumsdaine Chapin, attorney-in-fact 03/04/2026
** 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.

FAQ

What equity awards did RVLV CFO Jesse Timmermans receive in this Form 4?

Jesse Timmermans received a stock option for 53,657 shares and 17,389 shares of Class A common stock from vesting restricted stock units. Both relate to equity compensation rather than open-market purchases or sales.

How does the new stock option for RVLV’s CFO vest over time?

The 53,657-share stock option vests over five years, with one-fifth vesting annually starting March 1, 2027. It becomes fully vested and exercisable on March 1, 2031, contingent on his continued service with Revolve Group.

What triggered the 17,389 RVLV shares delivered to the CFO?

The 17,389 Class A shares came from restricted stock units with performance- and service-based vesting. After the Compensation Committee certified performance on February 17, 2026, vested shares were delivered to Jesse Timmermans on March 1, 2026.

Why were 6,239 shares of RVLV stock disposed of in this filing?

The 6,239 shares were withheld to satisfy tax obligations upon RSU vesting. This disposition, coded “F,” reflects payment of tax liability by delivering shares rather than an open-market sale by the CFO.

How many RVLV Class A shares does the CFO own after these transactions?

After the reported transactions, Jesse Timmermans directly owns 22,760 shares of Revolve Group Class A common stock. This figure reflects shares received from RSU vesting net of those withheld for taxes.

Does the RVLV CFO’s Form 4 show an open-market stock purchase or sale?

No open-market trades are shown. The Form 4 reports equity compensation grants and RSU vesting, plus a share disposition for tax withholding, rather than discretionary buys or sells in the market.
Revolve Group

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40.05M
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United States
CERRITOS