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Insider tax withholding at Stitch Fix: Chief Legal Officer files Form 4

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

Rhea-AI Filing Summary

Stitch Fix, Inc. (SFIX) – Form 4 insider transaction

Chief Legal Officer Casey O’Connor filed a Form 4 reporting an automatically executed share withholding on 18 Jun 2025. A total of 17,134 Class A common shares were withheld by the company (transaction code “F”) at a price of $3.87 to satisfy statutory tax obligations triggered by the vesting of restricted stock units (RSUs). The transaction has an implied value of approximately $66,300.

Following the event, O’Connor retains beneficial ownership of 558,621 Class A shares, meaning less than 3.1 % of her pre-transaction position was used to cover taxes. No open-market purchases or sales, option exercises, or new derivative grants were reported, and the filing cites no performance metrics or additional compensation.

Because share withholding for taxes is an administrative mechanism rather than a discretionary sale, the filing is typically viewed as neutral from a signaling perspective. Investors monitoring insider activity may note that the executive continues to hold a substantial equity stake, maintaining alignment with shareholder interests, while the absolute share count affected is immaterial to Stitch Fix’s public float.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine tax-withholding; 17k shares removed, 559k still held—no investment signal.

The 17,134-share “F” code disposition represents roughly $66k in value, immaterial to SFIX’s $300-plus million market cap. With more than half-a-million shares still held, the executive remains heavily invested. Because shares were not sold into the open market, there is no direct supply pressure or sentiment shift. The filing does not alter earnings outlook, liquidity, or capital structure and is therefore neutral for valuation models.

TL;DR: Administrative RSU tax withholding; governance impact negligible.

The transaction complies with standard SEC Section 16 reporting: code “F” clearly denotes tax withholding, and no 10b5-1 plan was invoked. Transparency is adequate, signature dated 20 Jun 2025 is within the two-business-day window, indicating proper governance practices. No red flags regarding self-dealing or undisclosed arrangements arise. Overall governance impact: neutral.

Insider O'Connor Casey
Role Chief Legal Officer
Type Security Shares Price Value
Tax Withholding Class A Common Stock 17,134 $3.87 $66K
Holdings After Transaction: Class A Common Stock — 558,621 shares (Direct)
Footnotes (1)
  1. [object Object]
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*
O'Connor Casey

(Last) (First) (Middle)
1 MONTGOMERY ST.

(Street)
SAN FRANCISCO CA 94104

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Stitch Fix, Inc. [ SFIX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Legal Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025
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 06/18/2025 F 17,134(1) D $3.87 558,621 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. Represents shares that have been withheld by the Company to satisfy tax withholding obligation in connection with the vesting of restricted stock units.
Remarks:
Casey O'Connor 06/20/2025
** 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 Stitch Fix (SFIX) report on 18 June 2025?

Chief Legal Officer Casey O’Connor reported an automatic tax-withholding disposition of 17,134 Class A shares via transaction code “F”.

What was the price of the SFIX shares withheld and the total value?

The shares were valued at $3.87 each, for an implied total of about $66,300.

Why were the shares disposed of according to the Form 4 filing?

They were withheld by Stitch Fix to cover statutory taxes owed upon vesting of restricted stock units.

How many SFIX shares does the insider own after the transaction?

Casey O’Connor now beneficially owns 558,621 Class A shares.

Does the Form 4 indicate an open-market sale or purchase?

No. The “F” code confirms no open-market activity; the shares were withheld internally for tax purposes.