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Stitch Fix CEO exercises 61K PSUs, shares withheld

Stitch Fix CEO Matt Baer had PSUs vest into Class A shares while additional shares were withheld to satisfy tax obligations.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Stitch Fix, Inc. (SFIX) reported that Chief Executive Officer Matt Baer exercised 61,452 Performance Stock Units into 61,452 shares of Class A Common Stock on September 16, 2026, as a result of previously achieved performance conditions and ongoing service-based vesting.

To cover tax obligations from vesting PSUs and restricted stock units, the company withheld 115,062 shares at $2.94 per share. Following the PSU conversion, Baer held 725,578 PSUs, and no Rule 10b5-1 trading plan is reported.

Positive

  • None.

Negative

  • None.
Insider Baer Matt
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Performance Stock Unit F1, F3 61,452 $0.00 $0.00
Exercise Class A Common Stock F1 61,452 -- --
Tax Withholding Class A Common Stock F2 115,062 $2.94 $338K
Holdings After Transaction: Performance Stock Unit — 725,578 contracts (Direct); Class A Common Stock — 1,956,130 shares (Direct)
Footnotes (3)
  1. F1. Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
  2. F2. Represents shares that have been withheld by the Company to satisfy tax withholding obligations in connection with the vesting of PSUs and restricted stock units.
  3. F3. The PSU performance condition has been achieved and will vest based upon the following service conditions: 5/12 vested on December 17, 2025 and the remainder will vest in quarterly installments of 1/12 over the next 7 quarterly vesting dates.
PSUs exercised 61,452 units Performance Stock Units converted into Class A Common Stock on September 16, 2026
Shares acquired 61,452 shares Class A Common Stock received upon PSU conversion on September 16, 2026
Shares withheld for taxes 115,062 shares Withheld to satisfy tax withholding obligations on PSU and RSU vesting
Withholding price $2.94 per share Price used for shares withheld to pay tax liability
PSUs remaining after transaction 725,578 units Performance Stock Units held by Matt Baer following the September 16, 2026 conversion
Performance Stock Unit financial
"Each Performance Stock Unit ("PSU") represents a contingent right"
A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.
restricted stock units financial
"in connection with the vesting of PSUs and restricted stock units"
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.
tax withholding obligations financial
"shares that have been withheld by the Company to satisfy tax withholding obligations"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity transaction did SFIX CEO Matt Baer report on September 16, 2026?

Matt Baer exercised 61,452 Performance Stock Units (PSUs) into 61,452 shares of Stitch Fix Class A Common Stock on September 16, 2026, following satisfaction of the PSU performance condition and continued service-based vesting.

How many SFIX shares were withheld for taxes in this Form 4?

The company withheld 115,062 shares of Stitch Fix Class A Common Stock at $2.94 per share to satisfy tax withholding obligations related to the vesting of PSUs and restricted stock units.

How many Stitch Fix PSUs did Matt Baer hold after the reported transaction?

After exercising 61,452 PSUs, Matt Baer held 725,578 Performance Stock Units representing additional contingent rights to receive shares of Stitch Fix Class A Common Stock, subject to the PSU vesting terms.

Was a Rule 10b5-1 trading plan involved in Matt Baer’s SFIX transactions?

No. The filing indicates no Rule 10b5-1 trading plan for these transactions; the document-level trading-plan checkbox is explicitly unchecked.

What do the PSUs reported by SFIX represent for Matt Baer?

Each Performance Stock Unit (PSU) represents a contingent right to receive one share of Stitch Fix Class A Common Stock, subject to previously achieved performance conditions and remaining service-based vesting schedules.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Baer Matt

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

(Street)
SAN FRANCISCO CALIFORNIA 94104

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Stitch Fix, Inc. [ SFIX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/16/2026M61,452A(1)2,071,192D
Class A Common Stock09/16/2026F115,062(2)D$2.941,956,130D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Stock Unit(1)09/16/2026M61,452 (3) (3)Class A Common Stock61,452$0725,578D
Explanation of Responses:
1. Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. Represents shares that have been withheld by the Company to satisfy tax withholding obligations in connection with the vesting of PSUs and restricted stock units.
3. The PSU performance condition has been achieved and will vest based upon the following service conditions: 5/12 vested on December 17, 2025 and the remainder will vest in quarterly installments of 1/12 over the next 7 quarterly vesting dates.
Remarks:
/s/ Casey O'Connor, Attorney-in-Fact for Matthew Baer09/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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