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  4. [Form 4] Stitch Fix, Inc. Insider Trading Activity

Stitch Fix (NASDAQ: SFIX) CEO Exercises PSUs, Shares Withheld for Taxes

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

Rhea-AI Filing Summary

Stitch Fix, Inc. Chief Executive Officer Matt Baer exercised 61,454 Performance Stock Units, receiving an equal number of Class A common shares at $0 per share. On the same date, 107,594 shares were delivered to the company at $4.16 per share to satisfy tax withholding obligations arising from restricted stock unit vesting. After these transactions, Baer directly holds 2,009,740 Class A common shares. Footnotes state the PSU performance condition has been achieved, with remaining service-based vesting through quarterly installments following December 17, 2025.

Positive

  • None.

Negative

  • None.
Insider Baer Matt
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Performance Stock Unit 61,454 $0.00 $0.00
Exercise Class A Common Stock 61,454 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 107,594 $4.16 $448K
Holdings After Transaction: Performance Stock Unit — 787,030 shares (Direct); Class A Common Stock — 2,009,740 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 obligation in connection with the vesting of 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 61,454 shares Performance Stock Units converted into Class A Common Stock on June 17, 2026
Shares acquired via PSU exercise 61,454 shares Class A Common Stock received from PSU exercise at $0.00 per share
Shares withheld for taxes 107,594 shares Class A Common Stock delivered to company to satisfy tax withholding
Tax withholding share price $4.1600 per share Price for shares used to satisfy tax obligations on RSU vesting
Post-transaction holdings 2,009,740 shares Direct Stitch Fix Class A Common Stock held by Matt Baer after reported transactions
PSU exercise price $0.0000 per share Conversion of Performance Stock Units into Class A Common Stock at no per-share cost
Performance Stock Unit financial
"Each Performance Stock Unit ("PSU") represents a contingent right to receive one share"
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
"shares that have been withheld by the Company to satisfy tax withholding obligation in connection with the vesting of 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 obligation financial
"withheld by the Company to satisfy tax withholding obligation in connection with the vesting"
vesting financial
"will vest in quarterly installments of 1/12 over the next 7 quarterly vesting dates"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

What insider transaction did Stitch Fix (SFIX) CEO Matt Baer report?

Matt Baer exercised 61,454 Performance Stock Units, receiving an equal number of Class A common shares. He also disposed of 107,594 shares to the company to satisfy tax withholding obligations related to restricted stock unit vesting. All transactions occurred on June 17, 2026.

How many Stitch Fix (SFIX) shares does CEO Matt Baer hold after the Form 4 transactions?

After the reported transactions, Matt Baer directly holds 2,009,740 shares of Stitch Fix Class A Common Stock. This figure reflects his post-transaction position and is reported as his canonical holding in the filing’s holdings summary.

What are Performance Stock Units (PSUs) in the Stitch Fix (SFIX) filing?

Each Performance Stock Unit represents a contingent right to receive one share of Stitch Fix Class A Common Stock. The filing notes that the PSU performance condition has been achieved, so vesting now depends on ongoing service-based vesting schedules.

How will the remaining Stitch Fix (SFIX) PSUs for Matt Baer vest over time?

The performance condition for Baer’s PSUs has been achieved; 5/12 vested on December 17, 2025. The remainder will vest in quarterly 1/12 installments over the next seven quarterly vesting dates, subject to continued service.

Were Stitch Fix (SFIX) CEO Matt Baer’s transactions under a Rule 10b5-1 plan?

The Form 4 indicates the Rule 10b5-1 checkbox is not marked, and no footnote describes a trading plan. These transactions therefore were not reported as executed under a pre-arranged Rule 10b5-1 trading plan.

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

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Form 4 Insider Transactions: What Each Field Means →
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)
06/17/2026		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 Stock06/17/2026M61,454A(1)2,117,334D
Class A Common Stock06/17/2026F107,594(2)D$4.162,009,740D
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)06/17/2026M61,454 (3) (3)Class A Common Stock61,454$0787,030D
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 obligation in connection with the vesting of 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 Baer06/22/2026
** 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)

Source: View Original Filing on SEC EDGAR