Form 4 for EXFY Expensify, Inc.
Accepted 2022-12-19 00:00:00 ET · period of report 2022-12-14 · accession 0001476840-22-000149 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2022-12-19 | 2022-12-15 | EXFY | Barrett David Michael | CEO, Dir | C - Cnv Deriv | — | +672 | 3.50M | +0.0% | — |
| D | 2022-12-19 | 2022-12-15 | EXFY | Barrett David Michael | CEO, Dir | F - Tax | $9.30 | -13.7K | 44.9K | -23% | -$127.7K |
| D | 2022-12-19 | 2022-12-15 | EXFY | Barrett David Michael | CEO, Dir | M - OptEx | — | +14.5K | 58.6K | +33% | — |
| DM | 2022-12-19 | 2022-12-15 | EXFY | Barrett David Michael | CEO, Dir | A - Grant | $8.58 | +22.6K | 41.9K | +117% | +$194.2K |
| DI | 2022-12-19 | 2022-12-14 | EXFY | Barrett David Michael | CEO, Dir | S - Sale+OE | $9.56 | -30.0K | 3.50M | -0.8% | -$286.8K |
| DI | 2022-12-19 | 2022-12-15 | EXFY | Barrett David Michael | CEO, Dir | M - OptEx | $0.00 | +14.5K | 72.3K | +25% | $0 |
| DI | 2022-12-19 | 2022-12-15 | EXFY | Barrett David Michael | CEO, Dir | C - Cnv Deriv | $0.00 | -672 | 3.59M | -0.0% | $0 |
| DM | 2022-12-19 | 2022-12-15 | EXFY | Barrett David Michael | CEO, Dir | M - OptEx | $0.00 | -28.9K | 390.5K | -7% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2022-12-15 | C | A | 672 | — | 3,502,003 | I | — | — | (F7) LT50 Common Stock converted into Class A Common Stock on a one-for-one basis. |
| 2 | Common | Class A Common Stock | 2022-12-15 | F | D | 13,726 | $9.30 | 44,878 | D | — | — | |
| 3 | Common | Class A Common Stock | 2022-12-15 | M | A | 14,463 | — | 58,604 | D | — | — | (F6) Each restricted stock unit represents the contingent right to receive one share of Class A common stock. This transaction represents the settlement of vested RSUs in shares of Class A Common Stock. |
| 4 | Common | Class A Common Stock | 2022-12-15 | A | A | 2,221 | $0.00 | 44,141 | D | — | — | (F5) Shares granted as matched shares pursuant to the SPMP. |
| 5 | Common | Class A Common Stock | 2022-12-14 | S | D | 30,000 | $9.56 | 3,501,331 | I See note | — | — | (F2) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.34 to $9.70, inclusive. The reporting person undertakes to provide to Expensify, Inc., any security holder of Expensify, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4. (F3) By David Barrett Trust LLC, a manager-managed limited liability company. The investment and voting decisions of David Barrett Trust LLC are made by its manager, the Reporting Person, and its controlling member is the Barrett Family Trust, for which the Reporting Person serves as trustee. |
| 6 | Common | Class A Common Stock | 2022-12-15 | A | A | 20,425 | $9.51 | 41,920 | D See note | — | — | (F4) Shares purchased pursuant to the Expensify, Inc. 2021 Stock Purchase and Matching Plan ("SPMP"). (F3) By David Barrett Trust LLC, a manager-managed limited liability company. The investment and voting decisions of David Barrett Trust LLC are made by its manager, the Reporting Person, and its controlling member is the Barrett Family Trust, for which the Reporting Person serves as trustee. |
| 7 | Derivative | LT50 Common Stock | 2022-12-15 | M | A | 14,463 | $0.00 | 72,316 | I | — · — to — | 14,463 Class A Common Stock | (F10) The LT50 Common Stock is convertible into the Issuer's Class A Common Stock on a one-to-one basis only upon, and generally cannot be transferred without, satisfaction of certain notice and other requirements, including a notice period of 50 months. The LT50 Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis at such time as all of the then-outstanding shares of LT10 and LT50 Common Stock represent, in the aggregate, less than 2% of all then-outstanding shares of common stock. (F9) Each restricted stock unit represents the contingent right to receive one share of LT50 common stock. This transaction represents the settlement of vested RSUs in shares of LT50 Common Stock. |
| 8 | Derivative | LT50 Common Stock | 2022-12-15 | C | D | 672 | $0.00 | 3,585,277 | I | — · — to — | 672 Class A Common Stock | (F10) The LT50 Common Stock is convertible into the Issuer's Class A Common Stock on a one-to-one basis only upon, and generally cannot be transferred without, satisfaction of certain notice and other requirements, including a notice period of 50 months. The LT50 Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis at such time as all of the then-outstanding shares of LT10 and LT50 Common Stock represent, in the aggregate, less than 2% of all then-outstanding shares of common stock. |
| 9 | Derivative | Restricted Stock Units | 2022-12-15 | M | D | 14,463 | $0.00 | 390,504 | D See note | — · — to 2029-12-15 | 14,463 Class A Common Stock | (F11) Deposited into the Expensify Voting Trust (the "Voting Trust"). The Reporting Person retains investment control and dispositive power over the shares deposited into the Voting Trust. (F6) Each restricted stock unit represents the contingent right to receive one share of Class A common stock. This transaction represents the settlement of vested RSUs in shares of Class A Common Stock. (F8) The restricted stock units vest 12.5% on September 15, 2022 and 1/32nd each quarter thereafter, on December 15th, March 15th, June 15th and September 15th. |
| 10 | Derivative | Restricted Stock Units | 2022-12-15 | M | D | 14,463 | $0.00 | 390,504 | D See note | — · — to 2029-12-15 | 14,463 LT50 Common Stock | (F3) By David Barrett Trust LLC, a manager-managed limited liability company. The investment and voting decisions of David Barrett Trust LLC are made by its manager, the Reporting Person, and its controlling member is the Barrett Family Trust, for which the Reporting Person serves as trustee. (F11) Deposited into the Expensify Voting Trust (the "Voting Trust"). The Reporting Person retains investment control and dispositive power over the shares deposited into the Voting Trust. (F9) Each restricted stock unit represents the contingent right to receive one share of LT50 common stock. This transaction represents the settlement of vested RSUs in shares of LT50 Common Stock. (F8) The restricted stock units vest 12.5% on September 15, 2022 and 1/32nd each quarter thereafter, on December 15th, March 15th, June 15th and September 15th. |