Stitch Fix Form 4: CEO Retains 1.35M Shares After RSU Vesting

Rhea-AI Filing Summary

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

The filing reports a single routine transaction by Chief Executive Officer and Director Matt Baer on 18 June 2025. The transaction is coded “F,” indicating the company withheld shares to satisfy the executive’s tax obligations upon vesting of previously granted restricted stock units (RSUs). Consequently, 54,004 Class A common shares were withheld at an indicated price of $3.87 per share. No open-market sale or purchase occurred; the shares never entered public trading.

Following the withholding, Baer’s directly held stake stands at 1,349,126 SFIX shares. The filing confirms that Baer continues in his role as Chief Executive Officer and a member of the Board of Directors. No derivative securities were reported, and no changes were disclosed under Table II.

Because the shares withheld represent approximately 4% of Baer’s updated direct holdings and were triggered solely by tax obligations, the event is considered administrative and non-material from an investor-impact perspective. The filing nonetheless provides investors with updated ownership data and reaffirms executive equity alignment.

Insights

Financial Analyst

TL;DR: Routine tax-withholding; no open-market sale; negligible valuation impact.

The “F” code signals a non-discretionary share withholding tied to RSU vesting, not a voluntary divestiture. At $3.87, the 54,004 shares equate to roughly $0.2 million, a small fraction of both Baer’s remaining 1.35 million shares and Stitch Fix’s market float. The transaction neither alters insider sentiment nor provides directional insight. Investors should view the filing as housekeeping rather than a signal of confidence or concern.

Corporate Governance Expert

TL;DR: Filing maintains transparency; ownership remains substantial; impact neutral.

Section 16 compliance is timely, reinforcing disclosure discipline. The CEO retains over one million shares post-withholding, preserving strong equity alignment. No red flags regarding pledging, derivative activity, or role changes appear. Governance implications are therefore minimal.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Baer Matt

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	54,004	$3.87	$209K

Holdings After Transaction: Class A Common Stock — 1,349,126 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Baer Matt

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive 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		54,004(1)	D	$3.87	1,349,126	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:

	/s/ Casey O'Connor, Attorney-in-Fact for Matthew Baer	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 type of insider transaction did SFIX CEO Matt Baer report on Form 4?

A share withholding coded “F” to cover taxes arising from RSU vesting; no open-market trade occurred.

How many Stitch Fix shares were withheld and at what price?

54,004 Class A shares were withheld at an indicated price of $3.87 per share.

How many SFIX shares does Matt Baer own after the transaction?

He directly owns 1,349,126 shares following the reported withholding.

Does the filing indicate any change in Matt Baer’s role at Stitch Fix?

No. The filing confirms he remains Chief Executive Officer and Director of Stitch Fix.

Is this Form 4 filing considered material to investors?

Given the administrative nature and small size relative to total holdings, it is generally viewed as non-material.