Form 3 Warby Parker Inc. For: Sep 21 Filed by: General Catalyst Group V LP

September 21, 2021 9:19 PM EDT

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FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
General Catalyst Group V LP

(Last) (First) (Middle)
20 UNIVERSITY ROAD
4TH FLOOR

(Street)
CAMBRIDGE MA 02138

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/21/2021
3. Issuer Name and Ticker or Trading Symbol
Warby Parker Inc. [ WRBY ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 1,595,210
I
Directly held by General Catalyst Group V, L.P. (1) (2) (3)
Class A Common Stock 8,088,002
I
Directly held by General Catalyst Group V Supplemental, L.P. (1) (2) (3)
Class A Common Stock 202,126
I
Directly held by GC Entrepreneurs Fund V, L.P. (1) (2) (3)
Class A Common Stock 933,171
I
Directly held by GC Venture V, LLC (1) (2) (3)
Class A Common Stock 513,083
I
Directly held by GC Venture V-B, LLC (1) (2) (3)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. (Continued from Footnote 1) Joel Cutler and David Fialkow are managing directors of GCGPV, and, as a result, may be deemed to share voting and investment power with respect to the shares held by GCGV, GCGVS, and GCEV. Kenneth Chenault, Joel Cutler, David Fialkow and Hemant Taneja are managing members of GCGMH, LLC, and, as a result, may be deemed to share voting and investment power with respect to the shares held by GCVV and GCVVB.
2. General Catalyst GP V, LLC (GCGPV), is the general partner of General Catalyst Partners V, L.P., which is the general partner of General Catalyst Group V, L.P. (GCGV), General Catalyst Group V Supplemental, L.P. (GCGVS), and GC Entrepreneurs Fund V, L.P. (GCEV). General Catalyst Group Management Holdings GP, LLC (GCGMH LLC), is the general partner of General Catalyst Group Management Holdings, L.P. (GCGMH), which is the manager of General Catalyst Group Management, LLC (GCGM), which is the manager of GC Venture V Manager, LLC (GCVV Manager), which is the manager of GC Venture V, LLC (GCVV) and GC Venture V-B, LLC (GCVVB).
3. However, each Reporting Person disclaims beneficial ownership over such shares except to the extent of his or its pecuniary interest therein, if any. A Form 3 is being filed separately by Mr. Cutler in his capacity as a director of the Issuer.
Remarks:
Due to the limitations of the electronic filing system certain Reporting Persons are filing a separate Form 3
General Catalyst Group Management Holdings GP, LLC, /s/ Christopher McCain 09/21/2021
** Signature of Reporting Person Date
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.


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