Gavin M. O'Connor - May 24, 2022 Form 4 Insider Report for European Wax Center, Inc. (EWCZ)

Role
CLO & Corporate Secretary
Signature
By: /s/ Gavin M. O'Connor
Stock symbol
EWCZ
Transactions as of
May 24, 2022
Transactions value $
-$107,500
Form type
4
Date filed
5/25/2022, 04:06 PM
Previous filing
Feb 18, 2022
Next filing
Aug 9, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EWCZ Class B Common Stock Conversion of derivative security -5K -5.68% 83K May 24, 2022 Direct F1, F2, F3
transaction EWCZ Class A Common Stock Conversion of derivative security +5K +277.78% 6.8K May 24, 2022 Direct F1, F2
transaction EWCZ Class A Common Stock Sale -$108K -5K -73.53% $21.50 1.8K May 24, 2022 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction EWCZ Common Units of EWC Ventures, LLC Conversion of derivative security -5K -5.68% 83K May 24, 2022 Class A Common Stock 5K Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On May 24, 2022, the Reporting Person exchanged 5,000 non-voting Common Units of EWC Ventures, LLC ("EWC Ventures Units") and 5,000 shares of Class B Common Stock of the Issuer for 5,000 shares of Class A Common Stock of the Issuer, and substantially simultaneously sold all 5,000 shares of Class A Common Stock of the Issuer. Following such sale, Mr. O'Connor holds 1,800 shares of Class A Common Stock, 82,965 EWC Ventures Units and 82,965 shares of Class B Common Stock of the Issuer.
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.
F3 Shares of Class B Common Stock of the Issuer have one vote per share but no economic rights (including rights to dividends and distributions upon liquidation) and are issued in an equal amount to the number of EWC Ventures Units held.