Willis David L's Form 4 filing
European Wax Center, Inc.EWCZ · filed May 25, 2022
- Accession no.
- 0001104659-22-064628
- Filed
- May 25, 2022
- Trade date
- May 24, 2022
- Filing delay
- 1 day
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 3 non-derivative transactions and 1 derivative transaction. Open-market sales total $752.5K. It was filed 1 day after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Willis David LCIK 0001494699 | Officer (Chief Operating Officer & CFO) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 24, 2022 | Class B Common Stock | CConversionDisposed | −35,000 | –F2 | – | 429,796 | Direct | |
| May 24, 2022 | Class A Common Stock | CConversionAcquired | +35,000 | –F1,F2 | – | 47,000 | Direct | |
| May 24, 2022 | Class A Common Stock | SSaleDisposed | −35,000 | $21.50 | −$752,500 | 12,000 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 24, 2022 | Class A Common Stock | CConversionDisposed | −35,000 | –F2 | – | 429,796 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On May 24, 2022, the Reporting Person exchanged 35,000 non-voting Common Units of EWC Ventures, LLC ("EWC Ventures Units") and 35,000 shares of Class B Common Stock of the Issuer for 35,000 shares of Class A Common Stock of the Issuer, and substantially simultaneously sold all 35,000 shares of Class A Common Stock of the Issuer. Following such sale, Mr. Willis holds 12,000 shares of Class A Common Stock, 429,796 EWC Ventures Units and 429,796 shares of Class B Common Stock of the Issuer.
Referenced by the price of 1 transaction in Table I.
- F2
Pursuant to the terms of the Exchange Agreement, effective as of August 4, 2021, by and among the Issuer, EWC Ventures, LLC and the equityholders of EWC Ventures, LLC (the "Exchange Agreement"), EWC Ventures Units, together with a corresponding number of shares of Class B Common Stock of the Issuer, may be exchanged for shares of Class A Common Stock of the Issuer, which have one vote per share and economic rights (including rights to dividends and distributions upon liquidation), on a one-for-one basis at the discretion of the holder. The exchange rights under the Exchange Agreement do not expire.
Referenced by the price of 2 transactions in Table I and 1 transaction in Table II.