8-K

FIGS, INC.

Date: December 10, 2021

/s/ Catherine Spear

Catherine Spear

Co-Chief Executive Officer and Director

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 9, 2021

FIGS, Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-40448	46-2005653
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)


2834 Colorado Avenue, Suite 100 Santa Monica, California		90404
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (424) 300-8330

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, $0.0001 par value per share	FIGS	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 9, 2021, Jeffrey D. Lawrence notified FIGS, Inc. (the “Company” or “FIGS”) that he will be retiring from his position as Chief Financial Officer of the Company, effective December 24, 2021 (the “Effective Date”). Mr. Lawrence came out of retirement in December 2020 and helped lead FIGS’ initial public offering. Mr. Lawrence’s retirement is not the result of any disagreement with the Company on any matters related to its financial reporting, operations, policies, or practices.

On December 9, 2021, the Board of Directors (the “Board”) of the Company appointed Daniella Turenshine as Chief Financial Officer of the Company, effective as of the Effective Date. The Board also designated Ms. Turenshine as the Company’s principal financial officer and principal accounting officer as of the Effective Date, succeeding Mr. Lawrence in those roles.

The Company anticipates that Mr. Lawrence will be eligible to receive severance payments and benefits in accordance with the terms of his existing offer letter with the Company, subject to his timely execution and non-revocation of a release of claims in the Company’s favor, including: (i) continued payment of base salary for twelve (12) months following the date of termination; and (ii) up to twelve (12) months of Company-paid COBRA continuation. In connection with his departure from the Company, Mr. Lawrence also entered into an agreement with the Company containing a non-competition provision, in exchange for (i) the accelerated vesting and exercisability of 275,000 shares of the Company’s Class A common stock subject to the stock option granted to Mr. Lawrence in December 2020 and (ii) the extension of the exercise period of Mr. Lawrence’s outstanding stock options to the first anniversary of the Effective Date.

In connection with her appointment, Ms. Turenshine will receive an annual base salary of $500,000 and her target annual bonus opportunity will be $300,000. In addition, the Company granted Ms. Turenshine a stock option with a value of $10 million and a restricted stock unit award with a value of $10 million, effective on the Effective Date. Both the stock option grant and the restricted stock unit award will generally vest over a 4-year period, subject to continued employment. If Ms. Turenshine’s service is terminated by the Company without “cause” or by her for “good reason” (each, as defined in the applicable award agreement), in either case, within 12 months following a change in control of the Company (as defined in the applicable award agreement), then 100% of the then-unvested shares subject to the stock option grant and the restricted stock unit award will vest in full.

Ms. Turenshine, age 32, has served as the Senior Vice President of Finance and Strategy at FIGS since November 2018. From July 2017 to November 2018, Ms. Turenshine served as Vice-President of Garnett Station Partners, a growth-oriented investment firm where she helped to build out Fridababy, a fast growing consumer products company. Before that, from July 2013 to June 2015, Ms. Turenshine worked in private equity at Avista Capital Partners, where she focused on transactions in the consumer, healthcare and media sectors. From July 2011 to June 2013, Ms. Turenshine served as an Analyst at Credit Suisse in the firm’s Technology, Media and Telecom Investment Banking Group. She received an MBA from Harvard Business School and an AB with High Honors in Finance and Economics from Princeton University.

Item 7.01 Regulation FD Disclosure.

On December 10, 2021, the Company issued a press release (the “Press Release”) regarding the Chief Financial Officer transition discussed above. A copy of the Press Release is attached hereto as Exhibit 99.1.

The information in Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1 attached hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly provided by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.		Description

99.1		Press Release of the Company, dated December 10, 2021

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit 99.1

LOGO

FIGS Announces Retirement of Chief Financial Officer, Jeffrey Lawrence; FIGS’ Longtime Senior Vice President of Finance and Strategy, Daniella Turenshine, Appointed as Chief Financial Officer

SANTA MONICA, California, December 10, 2021 — FIGS, Inc. (NYSE: FIGS) (“FIGS” or the “Company”), the direct-to-consumer healthcare apparel and lifestyle brand, announced today that Jeffrey Lawrence, its Chief Financial Officer, has decided to retire, effective December 24, 2021. Jeff joined FIGS in December 2020, coming out of retirement to help lead FIGS’ highly successful initial public offering earlier this year.

FIGS is excited to announce that Daniella Turenshine, its Senior Vice President of Finance and Strategy, has been appointed FIGS’ Chief Financial Officer, effective December 24, 2021. Daniella joined FIGS in 2018 and led FIGS’ finance team for over two years before Jeff joined the Company, and she has continued to serve on FIGS’ senior executive team and as a leader on the finance team. Throughout her time at the Company, Daniella has been instrumental in helping FIGS achieve its unique combination of exponential revenue growth and high level of profitability. Prior to FIGS, she served as Vice President at Garnett Station Partners, a growth-oriented investment firm where she helped to build out a high-growth consumer products company. She also worked in private equity at Avista Capital Partners and in investment banking at Credit Suisse. She received her MBA from Harvard Business School and an AB in Finance and Economics from Princeton University.

“I want to thank Jeff for his contributions over the past year as he helped steward our IPO, build out our team, and set us up for success as a public company,” said Trina Spear, FIGS’ co-CEO. “I wish him all the best on behalf of the entire FIGS family.”

“As the son, husband and father of registered nurses, I have a deep respect for the healthcare community we serve and am proud of what we’ve accomplished during my tenure at FIGS, including our IPO,” said Jeff. “It has been a sincere privilege to work alongside FIGS’ management, the Board of Directors and my fellow employees. I am confident that we are well-positioned for our next phase of transformative growth under Daniella’s leadership.”

“Daniella has made a massive impact over her more than three years as a senior executive at FIGS,” said Trina. “She has proven herself to be an incredibly talented financial and strategic mind, and she has played a critical role in our rapid and profitable growth.”

“I am incredibly excited about the many opportunities that lie ahead, and what we can do to keep driving profitable growth while having an increasingly meaningful impact on the healthcare community,” said Daniella. “It’s truly an honor to help FIGS improve the lives of the healthcare professionals we serve.”

LOGO

About FIGS

FIGS is a founder-led, direct-to-consumer healthcare apparel and lifestyle brand that seeks to celebrate, empower and serve current and future generations of healthcare professionals. We create technically advanced apparel and products for healthcare professionals that feature an unmatched combination of comfort, durability, function and style. We market and sell our products directly through our digital platform to provide a seamless experience for healthcare professionals.

Forward-Looking Statements

This press release contains forward-looking statements about FIGS, Inc. (the “Company”) within the meaning of the Private Securities Litigation Reform Act of 1995, as amended (the “Act”) that are based on current management expectations, and which involve substantial risks and uncertainties that could cause actual results to differ materially from the results expressed in, or implied by, such forward-looking statements. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking. These forward-looking statements generally are identified by the words “anticipate”, “believe”, “contemplate”, “continue”, “could”, “estimate”, “expect”, “forecast”, “future”, “intend”, “may”, “might”, “opportunity”, “outlook”, “plan”, “possible”, “potential”, “predict”, “project,” “should”, “strategy”, “strive”, “target”, “will”, or “would”, the negative of these words or other similar terms or expressions. The absence of these words does not mean that a statement is not forward-looking. These forward-looking statements address various matters including statements regarding the Company’s potential for growth and the Chief Financial Officer transition. These statements are based on management’s current expectations and actual results may differ materially from those projected and you are cautioned not to place undue reliance on these forward-looking statements. The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in these forward-looking statements: the impact of COVID-19 on the Company’s operations; the Company’s ability to maintain its recent rapid growth; the Company’s ability to maintain profitability; the Company’s ability to maintain the value and reputation of its brand; the Company’s ability to attract new customers, retain existing customers, and to maintain or increase sales to those customers; the success of the Company’s marketing efforts; the Company’s ability to maintain a strong community of engaged customers and Ambassadors; negative publicity related to the Company’s marketing efforts or use of social media; the Company’s ability to successfully develop and introduce new, innovative, and updated products; the competitiveness of the market for healthcare apparel; the Company’s ability to maintain its key employees; the Company’s ability to attract and retain highly skilled personnel and senior management; risks associated with expansion into, and conducting business in, international markets; changes in, or disruptions to, the Company’s shipping arrangements; the Company’s ability to accurately forecast customer demand, manage its inventory, and plan for future expenses; the Company’s reliance on a limited number of third-party suppliers; the fluctuating costs of raw materials; the Company’s failure to protect its intellectual property rights; the fact that the operations of many of the Company’s suppliers and vendors are subject to additional risks that are beyond its control; and other risks, uncertainties, and factors discussed in the “Risk Factors” section of the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) on November 10, 2021 and in the Company’s other filings with the SEC. The forward-looking statements in this press release speak only as of the time made and the Company does not undertake to update or revise them to reflect future events or circumstances.

Contacts

Investors:

Carrie Gillard

[email protected]

Media:

Todd Maron

[email protected]