Redeemable Convertible Preferred Stock and Stockholders’ Equity

9 Months Ended

Sep. 30, 2023

Redeemable Convertible Preferred Stock and Stockholders’ Equity

Stockholders’ Equity

Common Stock

As of September 30, 2023, the Company’s Twelfth Amended and Restated Certificate of Incorporation authorizes the issuance of up to 1,050,000,000 shares of common stock, par value of $0.0001 per share, of which 750,000,000 shares are designated Class A common stock, 150,000,000 shares are designated Class B common stock, and 150,000,000 shares are designated Class C common stock. Class A common stock receives one vote per share, Class B common stock receives ten votes per share, and Class C common stock has no voting rights except as required by Delaware law. Common stock is not redeemable at the option of the holder.

As of September 30, 2023, outstanding shares of common stock as well as shares of common stock attributable to stock options, restricted stock units (“RSUs”), and performance stock units (“PSUs”) were as follows:


	Class A	Class B	Class C
Common stock outstanding	97,779,105	19,479,598	—
Employee stock options – outstanding	580,876	1,656,336	—
Restricted stock units – outstanding	2,526,756	1,920,804	—
Performance stock units – outstanding	—	4,397,688	—
Employee stock plans – available	24,916,097	—	—
Shares of Class A common stock issuable upon conversion of all outstanding Class B common stock, options, RSUs, and PSUs	27,454,426	—	—
Total common stock – outstanding or issuable	153,257,260	27,454,426	—
Shares authorized	750,000,000	150,000,000	150,000,000
Common stock authorized and available for future issuance	596,742,740	122,545,574	150,000,000

Preferred Stock

As of September 30, 2023, 50,000,000 preferred shares were authorized and no shares were outstanding.

Stock Donations

In June 2023, the Company donated 56,938 shares of Class A common stock to charitable donor advised funds, and in August 2023, the Company issued 178,572 shares of Class A common stock to the Warby Parker Impact Foundation (“WPIF”), a 501(c)(3) nonprofit organization. The Company recognized $2.6 million and $3.2 million of charitable stock donation expense during the three and nine months ended September 30, 2023, respectively, representing the fair value of the shares on the date they were issued, which is recorded as a component of selling, general, and administrative expenses. Three of the Company’s directors serve on the board of directors of WPIF.

In May 2022, the Company issued 178,572 shares of Class A common stock to WPIF. The Company recognized $3.3 million of charitable stock donation expense during the nine months ended September 30, 2022. The Company did not recognize any charitable stock donation expense during the three months ended September 30, 2022.