Warby Parker Insider Sales: 316,640 Shares Sold Recently; 175,000-Share Sale Planned

Rhea-AI Filing Summary

Warby Parker Inc. (WRBY) filing a Form 144 notifies a proposed sale of 175,000 common shares through Morgan Stanley Smith Barney, with an aggregate market value of $4,681,250 and an approximate sale date of 09/18/2025 on the NYSE. The securities were acquired on 06/28/2017 via previously exercised stock options and paid in cash. The filing also discloses prior sales by related parties and 10b5-1 plans totaling 316,640 shares sold in the past three months for gross proceeds of about $8.09 million, showing ongoing insider disposition activity.

Positive

• Full disclosure of proposed sale details including broker, share count, and aggregate market value
• Use of 10b5-1 plans is documented, indicating preplanned, rule-compliant sales
• Acquisition details provided (exercise of stock options on 06/28/2017, paid in cash), clarifying basis

Negative

• Significant insider selling in past three months: 316,640 shares sold for approximately $8.09 million
• Additional planned sale of 175,000 shares valued at $4,681,250 may further increase share supply

Insights

Financial Analyst

TL;DR: Significant insider share dispositions totaling ~316,640 shares recently and a planned 175,000-share sale may increase share supply.

The filing documents a planned sale of 175,000 shares valued at $4.68 million, plus detailed recent dispositions across multiple dates and sellers that generated roughly $8.09 million in gross proceeds. The shares proposed for sale were acquired by exercise of options in 2017 and paid in cash, indicating these are long-held positions becoming liquid. The presence of multiple 10b5-1 plan sales in the history indicates the transactions may be structured and preplanned rather than opportunistic market timing.

Corporate Governance Expert

TL;DR: The filing shows transparent disclosure and reliance on 10b5-1 plans, but material insider selling is notable.

The Form 144 provides clear broker, amount, and acquisition details required for Rule 144 compliance. Multiple sellers and recurring 10b5-1 sales are documented, which supports procedural compliance and disclosure best practices. From a governance perspective, the volume and frequency of disposals disclosed are material to stakeholders assessing insider alignment, though the filing itself contains no nonpublic operational information and includes the signer’s representation of no undisclosed material adverse facts.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
COMMON	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	175000	4681250.00	105187778	09/18/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	06/28/2017	Previously Exercised Stock Options	Issuer			175000	06/28/2017	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for DAVID GILBOA 233 Spring Street, 6th Floor East New York NY 10013	COMMON	09/17/2025	600	16510.98
Pine Creek Ridgeline LLC 233 Spring Street, 6th Floor East New York NY 10013	Common	09/16/2025	50000	1355430.00
Buttermilk Highlands Trust 233 Spring Street, 6th Floor East New York NY 10013	Common	09/16/2025	377	9995.29
Buttermilk Highlands Trust 233 Spring Street, 6th Floor East New York NY 10013	Common	09/15/2025	99623	2652083.81
10b5-1 Sales for DAVID GILBOA 233 Spring Street, 6th Floor East New York NY 10013	COMMON	09/11/2025	41040	1129950.22
10b5-1 Sales for DAVID GILBOA 233 Spring Street, 6th Floor East New York NY 10013	COMMON	07/21/2025	74500	1808047.95
10b5-1 Sales for DAVID GILBOA 233 Spring Street, 6th Floor East New York NY 10013	COMMON	07/18/2025	500	12006.00
10b5-1 Sales for DAVID GILBOA 233 Spring Street, 6th Floor East New York NY 10013	COMMON	07/01/2025	50000	1101870.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What shares does the WRBY Form 144 propose to sell?

The notice proposes sale of 175,000 common shares through Morgan Stanley Smith Barney with aggregate market value of $4,681,250 and an approximate sale date of 09/18/2025.

When and how were the proposed shares acquired?

The shares were acquired on 06/28/2017 through previously exercised stock options and payment was made in cash on that date.

How much insider selling occurred in the past three months according to the filing?

The filing lists sales totaling 316,640 shares across multiple sellers/dates, generating approximately $8.09 million in gross proceeds.

Are any of the sales part of 10b5-1 plans?

Yes. The filing identifies multiple 10b5-1 sales attributed to David Gilboa and other parties, indicating planned trading arrangements.

Which broker is handling the proposed sale?

The proposed sale is to be handled by Morgan Stanley Smith Barney LLC, located at 1 New York Plaza, New York, NY.