Description Of Capital StockDescription of Capital Stock • March 18th, 2022 • Warby Parker Inc. • Ophthalmic goods
The following is a description of the capital stock of Warby Parker Inc. (the “Company,” “we,” “us” or “our”) and certain provisions of our Twelfth Amended and Restated Certificate of Incorporation (as amended from time to time, the “Certificate of Incorporation”), our Amended and Restated Bylaws, (as amended from time to time, the “Bylaws”), the Eighth Amended and Restated Investors’ Rights Agreement, dated as of August 12, 2020 (the “Investors’ Rights Agreement”), by and the among the Company and certain stockholders party thereto, and the relevant provisions of General Corporation Law of the State of Delaware (“DGCL”). The descriptions herein are qualified in their entirety by our Certificate of Incorporation and Bylaws, the Investors’ Rights Agreement, as well as the relevant provisions of DGCL. Our Certificate of Incorporation authorizes capital stock consisting of:
