0001846576FALSE00018465762024-11-042024-11-04

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): November 4, 2024

FIGS, Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware001-4044846-2005653
(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 classTrading Symbol(s)Name of each exchange on which registered
Class A common stock, $0.0001 par value per shareFIGSNew 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 1.01 Entry into a Material Definitive Agreement.

Preferred Stock Purchase Agreement

On November 4, 2024, FIGS, Inc. (the “Company”) entered into a Series A Preferred Stock Purchase Agreement (the “Purchase Agreement”) with OOG, Inc. (“OOG”), pursuant to which the Company purchased 27,454,727 shares of OOG’s Series A-1 Preferred Stock for an aggregate price of $25.0 million (the “Transaction”), representing a minority interest in OOG.

OOG offers an AI-powered, multi-disciplinary education platform for healthcare professionals. Heather Hasson, Executive Chair of the Company’s board of directors (the “Board”) and beneficial owner of over 5% of the outstanding shares of the Company’s capital stock, is founder and Chief Executive Officer of OOG.

The closing (the “Closing”) of the Transaction occurred simultaneously with the parties’ entry into the Purchase Agreement and related Transaction Documents (as defined below). The Purchase Agreement contains customary representations and warranties from both OOG and the Company, and each party has agreed to customary covenants.

The description of the Purchase Agreement above is only a summary, and is subject to and qualified in its entirety by reference to the Purchase Agreement, a copy of which will be filed with our Annual Report on Form 10-K for the year ending December 31, 2024 to provide investors with information regarding its terms. It is not intended to provide any other factual information about the Company or OOG or to modify or supplement any factual disclosures about the Company in its public reports filed with the U.S. Securities and Exchange Commission (the “SEC”). The Purchase Agreement includes representations, warranties and covenants of the Company and OOG made solely for the purposes of the Purchase Agreement and that may be subject to important qualifications and limitations agreed to by the Company and OOG in connection with the negotiated terms of the Transaction. Moreover, some of those representations and warranties may not be accurate or complete as of any specified date, may be subject to a contractual standard of materiality different from those generally applicable to the Company’s SEC filings or may have been used for purposes of allocating risk among the Company and OOG rather than establishing matters as facts.

Additional Information Regarding Certain Relationships

The Company is party to a voting agreement with Ms. Hasson, Catherine Spear, director and Chief Executive Officer of the Company, Thomas Tull, the founder, chairman and chief executive officer of Tulco, LLC (“Tulco”), and certain related persons and trusts, under which such parties have agreed to vote their shares for the election of each of Ms. Hasson, Ms. Spear and an individual designated by Tulco (the “Tulco Director”), to the Board, and to vote against their removal. The current Tulco Director is J. Martin Willhite.

Because of the relationships among Ms. Hasson, Ms. Spear and Mr. Willhite, in considering the Transaction, the Board established and delegated to a Special Committee comprised solely of independent and disinterested directors (the “Special Committee”) the power and authority to evaluate, negotiate and recommend approval of, or decline to approve, the Transaction. The Special Committee recommended to the Board the execution and delivery by the Company of the Purchase Agreement and related Transaction Documents. LionTree Advisors LLC acted as financial advisor and Freshfields LLP acted as legal advisor to the Special Committee.

Ancillary Agreements Between the Company and OOG

The rights, preferences and privileges of the Series A-1 Preferred Stock are set forth in the Amended and Restated Certificate of Incorporation filed by OOG in connection with the Transaction, which includes among other things, senior rights on liquidation, the right to convert the Series A-1 Preferred Stock into shares of OOG common stock at the Company’s option, certain anti-dilution provisions, and other protective provisions, including certain consent rights with respect to transactions that would result in the sale of control of OOG and as to certain stock issuances that would adversely affect the Company’s rights.

In connection with the Transaction, the Company and OOG have also entered into a series of ancillary agreements (collectively with the Purchase Agreement, the “Transaction Documents”), which among other things, provide for (i) customary registration rights to the Company, (ii) a right of first offer in favor of the Company if OOG proposes to sell certain new securities, (iii) certain rights of first refusal to the Company with respect to certain sales of OOG securities to third parties, (iv) “tag-along” rights affording the Company the ability to participate as sellers in connection with certain sales of OOG securities to third parties, (v) a “drag-along” right requiring the parties to participate in certain change of


control transactions, subject to the Company’s applicable consent rights and certain other exceptions, (vi) certain information rights and (vii) ongoing commercial rights and obligations of the parties, including that the Company and OOG will work in good faith to consummate a commercial agreement following the Closing memorializing additional benefits that OOG will provide to the Company, including as to marketing, community engagement, data and artificial intelligence.
Item 2.02 Results of Operations and Financial Condition.
On November 7, 2024, the Company announced its financial results for the three and nine months ended September 30, 2024. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”).
Item 7.01 Regulation FD Disclosure.
Financial Highlights Presentation
On November 7, 2024, the Company posted a financial highlights presentation to the “Investor Relations” portion of its website at ir.wearfigs.com/financials/quarterly-results.
Investment in OOG
On November 7, 2024, the Company issued a press release announcing the Company’s investment in OOG. The full text of that press release is furnished as Exhibit 99.1 to this Report.
The information in Items 2.02 and 7.01 of this Report (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.
Forward Looking Statements
This Report contains various forward-looking statements about the Company within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, 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 Report 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 the Company’s investment in OOG and the future rights, obligations and commercial relationship between the parties, all of which reflect the Company’s expectations based upon currently available information and data. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, the Company’s actual results, performance or achievements may differ materially from those expressed or implied by the forward-looking statements, 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, performance or achievements to differ materially from those described in these forward-looking statements: the Company’s ability to maintain its historical 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 team members; risks associated with expansion into, and conducting business in, international markets; changes in, or disruptions to, the Company’s shipping arrangements; the successful operation of the Company’s distribution and warehouse management systems; the Company’s ability to accurately forecast customer demand, manage its inventory, and plan for future expenses; the impact of changes in consumer confidence, shopping behavior and consumer spending on demand for the Company’s products; the impact of macroeconomic trends on the Company’s operations; the Company’s reliance on a limited number of third-party suppliers; the fluctuating costs of raw materials; the Company’s failure to protect proprietary, confidential or sensitive information or personal customer data, or risks of cyberattacks; 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 for the quarter ended September 30, 2024 to be filed with the SEC, the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 28, 2024, and the Company’s other periodic filings with the SEC. The forward-looking statements in this Report speak only as of the time made and the Company does not undertake to update or revise them to reflect future events or circumstances.


Item 9.01 Financial Statements and Exhibits.
(d) Exhibits

Exhibit No.Description
99.1*
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
*
This exhibit related to Item 2.02 shall be deemed to be furnished, and not filed.





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.
  FIGS, INC. 
Date:
November 7, 2024
By:
/s/ Sarah Oughtred
  Name:
Sarah Oughtred
  Title:
Chief Financial Officer


logo2.jpg
FIGS Releases Third Quarter 2024 Financial Results

Completed State-of-the-Art Fulfillment Center Transition
Announces Minority Investment in OOG, Inc., A New Online Platform for Healthcare Professionals
Updates Full Year 2024 Outlook


SANTA MONICA, Calif., November 7, 2024 — FIGS, Inc. (NYSE: FIGS) (the “Company”), the global leading healthcare apparel brand dedicated to improving the lives of healthcare professionals, today released its third quarter 2024 financial results and published a financial highlights presentation on its investor relations website at ir.wearfigs.com/financials/quarterly-results.
Third Quarter 2024 Financial Highlights

•Net revenues(1) were $140.2 million, a decrease of 1.5% year over year, due to a decrease in average order value (“AOV”),(2) partially offset by an increase in orders from existing customers.
•Gross margin was 67.1%, a decrease of 1.3% year over year, primarily from higher discounted sales and, to a lesser extent, product mix shift related to limited edition scrubwear.
•Operating expenses were $102.7 million, an increase of 17.4% year over year. As a percentage of net revenues, operating expenses increased to 73.2% from 61.5% primarily due to higher marketing and selling expenses, including higher digital and brand marketing expenses related to our 2024 Olympics campaign and higher transitory expenses associated with the transition to our new fulfillment center.
•Net income (loss) and Net income (loss), as adjusted(3) were $(1.7) million (or $(0.01) in diluted earnings per share), a decrease of $7.8 million as compared to net income in the same period last year and a decrease of $8.0 million as compared to net income, as adjusted(3) in the same period last year.
•Net income (loss) margin(4) was (1.2)%, as compared to 4.2% in the same period last year.
•Adjusted EBITDA(3) was $4.8 million, a decrease of $19.6 million year over year.
•Adjusted EBITDA margin(3)(4) was 3.4%, as compared to 17.2% in the same period last year.

Key Operating Metrics
•Active customers(2) as of September 30, 2024 increased 3.8% year over year to 2.7 million.
•Net revenues per active customer(2)(5) were $205, a decrease of 3.3% year over year.
•AOV(2)(5) was $108, a decrease of 5.3% year over year, primarily driven by a combination of factors including lower units per transaction, higher discounts and returns, and the accounting reclassification between net revenues and selling expense related to duty subsidies for international customers.
“The third quarter included several key investments to support and scale FIGS, highlighted by our incredible Olympics campaign with the Team USA Medical Team and the completed transition of our fulfillment center to a state-of-the-art, highly-automated facility,” said Trina Spear, Chief Executive Officer and Co-Founder. “Our financial performance during the period continued to show positive signs with brand interest and engagement remaining high, newness and innovation resonating, and frequency improving. We also experienced several challenges in the quarter, including the impacts of our footwear inventory and pricing, our promotional timing, and the costs to ramp up our fulfillment center, which we are addressing to further strengthen our performance.


Additionally, our focus on a strong balance sheet and cash flow provide ongoing flexibility to invest in our core business, return value to shareholders and find unique ways to disrupt the industry.”

Minority Investment in OOG, Inc.
The Company also announced that it signed and closed a $25.0 million minority investment in OOG, Inc. (“OOG”).
Expected to launch within the next six months, OOG offers an AI-powered, multi-disciplinary education platform for healthcare professionals. While more details will be announced about OOG when its platform launches, FIGS also expects to work with OOG in ways that will enable FIGS to receive a range of benefits across marketing, community engagement, data and AI. OOG was founded, and is led, by FIGS Co-Founder and Executive Chair Heather Hasson.
A special committee of the Company’s board of directors (the “Board”) comprised solely of independent and disinterested directors, evaluated, negotiated and recommended approval of this transaction, which was subsequently approved by the Board. LionTree Advisors LLC acted as financial advisor and Freshfields LLP acted as legal advisor to the special committee. Latham & Watkins LLP acted as legal advisor to the Company.
“We are thrilled to be investing in and collaborating with OOG,” said Ms. Spear. “Much like the original inspiration for FIGS, OOG looks to transform a large, fragmented and outdated industry through AI, technology and a revolutionary platform. We believe that the OOG platform will significantly expand the ways that we can serve our Awesome Humans and, most importantly, improve their experience of being a healthcare professional.”
Financial Outlook
For Full-Year 2024, the Company now expects:
Net Revenues growth versus 2023
Down 1% to flat
Adjusted EBITDA Margin(3)(6)
~ 8%
(1) Third quarter 2024 net revenues results reflect $2.0 million in international duty subsidies recorded as contra revenue, whereas international duty subsidies were recorded in selling expense in third quarter 2023. As a result, year over year net revenues growth was negatively impacted by 1.4 percentage points.
(2) “Active customers,” “net revenues per active customer” and “average order value” are key operational and business metrics that are important to understanding the Company’s performance. Please see the sections titled “Non-GAAP Financial Measures and Key Operating Metrics” and “Key Operating Metrics” below for information regarding how the Company calculates its key operational and business metrics and for comparisons of active customers, net revenues per active customer and average order value to the prior year period.
(3) “Net income (loss), as adjusted,” “adjusted EBITDA” and “adjusted EBITDA margin” are non-GAAP financial measures. Please see the sections titled “Non-GAAP Financial Measures and Key Operating Metrics” and “Reconciliations of GAAP to Non-GAAP Measures” below for more information regarding the Company’s use of non-GAAP financial measures and reconciliations to the most directly comparable GAAP measures.
(4) “Net income (loss) margin” and “adjusted EBITDA margin” are calculated by dividing net income (loss) and adjusted EBITDA by net revenues, respectively.
(5) Net revenues per active customer and AOV results for the third quarter 2024 each reflect international duty subsidies recorded as contra revenue, which were not reflected in the results for these metrics for third quarter 2023. As a result, year over year growth in net revenues per active customer and AOV were negatively impacted by approximately 2 and 1 percentage points, respectively.
(6) The Company has not provided a quantitative reconciliation of its adjusted EBITDA margin outlook to a GAAP net income margin outlook because it is unable, without making unreasonable efforts, to project certain reconciling items. These items include, but are not limited to, future stock-based compensation expense, income taxes, expenses related to non-ordinary course disputes, and transaction costs. These items are inherently variable and uncertain and depend on various factors, some of which are outside of the Company’s control or ability to predict. For more information regarding the Company’s use of non-GAAP financial measures, please see the section titled “Non-GAAP Financial Measures and Key Operating Metrics.”


Conference Call Details
FIGS management will host a conference call and webcast today at 2:00 p.m. PT / 5:00 p.m. ET to discuss the Company’s financial and business results and outlook. To participate, please dial 1-833-470-1428 (US) or +1-404-975-4839 (International) and the conference ID 452177. The call is also accessible via webcast at ir.wearfigs.com. A recording will be available shortly after the conclusion of the call through November 14, 2024. To access the replay, please dial 1-866-813-9403 (US) or +1-929-458-6194 (International) and the conference ID 984524. An archive of the webcast will be available on FIGS’ investor relations website at ir.wearfigs.com.
Non-GAAP Financial Measures and Key Operating Metrics
In addition to the GAAP financial measures set forth in this press release, the Company has included non-GAAP financial measures within the meaning of Regulation G and Item 10(e) of Regulation S-K. The Company uses “net income (loss), as adjusted,” “diluted earnings per share, as adjusted,” “adjusted EBITDA” and “adjusted EBITDA margin” to provide useful supplemental measures that assist in evaluating its ability to generate earnings, provide consistency and comparability with its past financial performance and facilitate period-to-period comparisons of its core operating results as well as the results of its peer companies. The Company uses “free cash flow” as a useful supplemental measure of liquidity and as an additional basis for assessing its ability to generate cash. The Company calculates “net income (loss), as adjusted,” as net income (loss) adjusted to exclude transaction costs, expenses related to non-ordinary course disputes, other than temporary impairment of held-to-maturity investments, stock-based compensation, including expense related to award modifications, accelerated performance awards and associated payroll taxes and costs, ambassador grants in connection with its initial public offering, and expense resulting from the retirement of a former CFO of the Company, and the income tax impact of these adjustments. The Company calculates “diluted earnings per share, as adjusted” as net income (loss), as adjusted divided by diluted shares outstanding. The Company calculates “adjusted EBITDA” as net income (loss) adjusted to exclude: other income (loss), net; gain/loss on disposal of assets; provision for income taxes; depreciation and amortization expense; stock-based compensation and related expense; transaction costs; and expenses related to non-ordinary course disputes. The Company calculates “adjusted EBITDA margin” by dividing adjusted EBITDA by net revenues. The Company calculates “free cash flow” as net cash (used in) provided by operating activities reduced by capital expenditures, including purchases of property and equipment and capitalized software development costs.
Reconciliations of non-GAAP financial measures to the most directly comparable GAAP measures are included below under the heading “Reconciliations of GAAP to Non-GAAP Measures.”
The Company has also included herein “active customers,” “net revenues per active customer” and “average order value,” which are key operational and business metrics that are important to understanding Company performance. The Company believes the number of active customers is an important indicator of growth as it reflects the reach of the Company’s digital platform, brand awareness and overall value proposition. The Company defines an active customer as a unique customer account that has made at least one purchase in the preceding 12-month period. In any particular period, the Company determines the number of active customers by counting the total number of customers who have made at least one purchase in the preceding 12-month period, measured from the last date of such period. The Company believes measuring net revenues per active customer is important to understanding engagement and retention of customers, and as such, the value proposition for its customer base. The Company defines net revenues per active customer as the sum of total net revenues in the preceding 12-month period divided by the current period active customers. The Company defines average order value as the sum of the total net revenues in a given period divided by the total orders placed in that period. Total orders are the summation of all completed individual purchase transactions in a given period. The Company believes its relatively high average order value demonstrates the premium nature of its products. As the Company expands into and increases its presence in additional product categories, price points and international markets, average order value may fluctuate.
Active customers as of September 30, 2024 and 2023, respectively, net revenues per active customer as of September 30, 2024 and 2023, respectively, and average order value for the three and nine months ended September 30, 2024 and 2023, respectively, are presented below under the heading “Key Operating Metrics.”


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 that feature an unmatched combination of comfort, durability, function, and style. We share stories about healthcare professionals’ experiences in ways that inspire them. We build meaningful connections within the healthcare community that we created. Above all, we seek to make an impact for our community, including by advocating for them and always having their backs.
We serve healthcare professionals in numerous countries in North America, Europe, the Asia Pacific region and the Middle East. We also serve healthcare institutions through our TEAMS platform.
Forward Looking Statements
This press release contains various forward-looking statements about the Company within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, 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 the Company’s plans to address challenges experienced in the quarter ended September 30, 2024; the Company’s ongoing flexibility to invest in its core business, return value to shareholders and find unique ways to disrupt the industry; the expected timing of OOG’s launch and for additional details about the platform to be announced; the Company’s expectation of working with OOG and the benefits it expects to receive, including as to marketing, community engagement and AI; OOG’s plan to transform an outdated industry; the Company’s belief that the OOG platform will significantly expand the ways that it can serve its community; and the Company’s outlook as to net revenues growth and adjusted EBITDA margin for the full year ending December 31, 2024; all of which reflect the Company’s expectations based upon currently available information and data. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, the Company’s actual results, performance or achievements may differ materially from those expressed or implied by the forward-looking statements, 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, performance or achievements to differ materially from those described in these forward-looking statements: the Company’s ability to maintain its historical 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 team members; risks associated with expansion into, and conducting business in, international markets; changes in, or disruptions to, the Company’s shipping arrangements; the successful operation of the Company’s distribution and warehouse management systems; the Company’s ability to accurately forecast customer demand, manage its inventory, and plan for future expenses; the impact of changes in consumer confidence, shopping behavior and consumer spending on demand for the Company’s products; the impact of macroeconomic trends on the Company’s operations; the Company’s reliance on a limited number of third-party suppliers; the fluctuating costs of raw materials; the Company’s failure to protect proprietary, confidential or sensitive information or personal customer data, or risks of cyberattacks; 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 for the quarter


ended September 30, 2024 to be filed with the Securities and Exchange Commission (“SEC”), the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 28, 2024, and the Company’s other periodic 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.


FIGS, INC.
BALANCE SHEETS
(In thousands, except share and per share data)
As of
September 30,
2024		December 31,
2023
Assets(Unaudited)
Current assets
Cash and cash equivalents$124,103 $144,173 
Short-term investments157,607 102,522 
Accounts receivable10,499 7,469 
Inventory, net123,396 119,040 
Prepaid expenses and other current assets18,689 12,455 
Total current assets434,294 385,659 
Non-current assets
Property and equipment, net35,395 24,864 
Operating lease right-of-use assets52,769 43,059 
Deferred tax assets17,870 18,291 
Other assets2,160 1,336 
Total non-current assets108,194 87,550 
Total assets$542,488 $473,209 
Liabilities and stockholders’ equity
Current liabilities
Accounts payable$27,399 $14,749 
Operating lease liabilities11,849 8,230 
Accrued expenses29,036 7,906 
Accrued compensation and benefits5,407 7,312 
Sales tax payable4,250 3,149 
Gift card liability7,944 8,240 
Deferred revenue3,883 2,160 
Returns reserve4,632 2,989 
Income tax payable345 2,557 
Total current liabilities94,745 57,292 
Non-current liabilities
Operating lease liabilities, non-current44,050 38,884 
Other non-current liabilities183 183 
Total liabilities$138,978 $96,359 
Commitments and contingencies
Stockholders’ equity
Class A Common stock — par value $0.0001 per share, 1,000,000,000 shares authorized as of September 30, 2024 and December 31, 2023; 161,292,723 and 161,457,403 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively
16 16 
Class B Common stock — par value $0.0001 per share, 150,000,000 shares authorized as of September 30, 2024 and December 31, 2023; 8,283,641 shares issued and outstanding as of September 30, 2024 and December 31, 2023— — 
Preferred stock — par value $0.0001 per share, 100,000,000 shares authorized as of September 30, 2024 and December 31, 2023; zero shares issued and outstanding as of September 30, 2024 and December 31, 2023— — 
Additional paid-in capital340,684 315,075 
Accumulated other comprehensive income221 5 
Retained earnings62,589 61,754 
Total stockholders’ equity403,510 376,850 
Total liabilities and stockholders’ equity$542,488 $473,209 


FIGS, INC.
STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)
(Unaudited)
Three months ended September 30,Nine months ended September 30,
2024202320242023
Net revenues$140,209 $142,364 $403,726 $400,728 
Cost of goods sold46,181 44,971 130,299 121,625 
Gross profit94,028 97,393 273,427 279,103 
Operating expenses
Selling38,599 32,195 103,992 97,092 
Marketing28,529 19,012 68,778 56,965 
General and administrative35,529 36,232 107,292 105,229 
Total operating expenses102,657 87,439 280,062 259,286 
Net income (loss) from operations(8,629)9,954 (6,635)19,817 
Other income, net
Interest income 2,926 1,901 8,603 4,494 
Other income (expense)2 (6)(8)(11)
Total other income, net2,928 1,895 8,595 4,483 
Net income (loss) before provision for income taxes(5,701)11,849 1,960 24,300 
Provision for income taxes(4,001)5,703 1,125 11,663 
Net income (loss)$(1,700)$6,146 $835 $12,637 
Earnings (loss) attributable to Class A and Class B common stockholders
Basic earnings (loss) per share$(0.01)$0.04 $— $0.08 
Diluted earnings (loss) per share$(0.01)$0.03 $— $0.07 
Weighted-average shares outstanding—basic170,168,732 168,668,844 170,161,922 167,628,888 
Weighted-average shares outstanding—diluted170,168,732 181,429,745 180,614,560 182,545,627 


FIGS, INC.
STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Nine months ended
September 30,
20242023
Cash flows from operating activities:
Net income$835 $12,637 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense4,848 2,128 
Deferred income taxes421 (1,841)
Non-cash operating lease cost6,211 2,138 
Stock-based compensation32,618 34,305 
Accretion of discount on available-for-sale securities(4,335)(897)
Changes in operating assets and liabilities:
Accrued interest(385)— 
Accounts receivable(3,030)550 
Inventory(4,356)34,793 
Prepaid expenses and other current assets(7,965)(1,563)
Other assets(824)18 
Accounts payable10,828 (4,092)
Accrued expenses21,231 (9,496)
Accrued compensation and benefits(1,905)3,266 
Sales tax payable1,101 674 
Gift card liability(296)807 
Deferred revenue1,723 551 
Returns reserve1,643 (818)
Income tax payable(2,212)9,670 
Operating lease liabilities(5,405)(2,183)
Net cash provided by operating activities50,746 80,647 
Cash flows from investing activities:
Purchases of property and equipment(13,658)(9,733)
Purchases of available-for-sale securities(191,379)(65,805)
Maturities of available-for-sale securities141,230 17,550 
Net cash used in investing activities(63,807)(57,988)
Cash flows from financing activities:
Repurchases of Class A common stock(7,277)— 
Proceeds from stock option exercises and employee stock purchases268 763 
Tax payments related to net share settlements on restricted stock units— (246)
Net cash (used in) provided by financing activities(7,009)517 
Net change in cash and cash equivalents(20,070)23,176 
Cash and cash equivalents, beginning of period144,173 159,775 
Cash and cash equivalents, end of period$124,103 $182,951 


FIGS, INC.
RECONCILIATIONS OF GAAP TO NON-GAAP MEASURES
(Unaudited)
The following table presents a reconciliation of net income (loss), as adjusted to net income (loss), which is the most directly comparable financial measure calculated in accordance with GAAP, and presents diluted earnings per share (“EPS”), as adjusted with diluted EPS:
 Three months ended
September 30,		Nine months ended
September 30,
 2024202320242023
(in thousands, except share and per share amounts)
Net income (loss)$(1,700)$6,146 $835 $12,637 
Add (deduct):
Expenses related to non-ordinary course disputes(1)
— — — 1,256 
Stock-based compensation expense in connection with the IPO and other(2)
— 290 — 290 
Income tax impacts of items above— (140)— (847)
Net income (loss), as adjusted$(1,700)$6,296 $835 $13,336 
Diluted EPS$(0.01)$0.03 $— $0.07 
Diluted EPS, as adjusted$(0.01)$0.03 $— $0.07 
Weighted-average shares used to compute Diluted EPS and Diluted EPS, as adjusted170,168,732181,429,745180,614,560182,545,627
(1) Exclusively represents attorney’s fees, costs and expenses incurred by the Company in connection with the Company’s now-concluded litigation against Strategic Partners, Inc.
(2) Includes certain stock-based compensation expense in connection with the IPO, including expense related to accelerated performance awards and associated payroll taxes and costs.
The following table presents a reconciliation of adjusted EBITDA to net income (loss), which is the most directly comparable financial measure calculated in accordance with GAAP, and presents adjusted EBITDA margin with net income (loss) margin, which is the most directly comparable financial measure calculated in accordance with GAAP:

Three months ended
September 30,		Nine months ended
September 30,
2024202320242023
(in thousands, except margin)
Net income (loss)$(1,700)$6,146 $835 $12,637 
Add (deduct):
Other income, net(2,928)(1,895)(8,595)(4,483)
Provision for income taxes(4,001)5,703 1,125 11,663 
Depreciation and amortization expense(1)
2,885 756 4,848 2,128 
Stock-based compensation and related expense(2)
10,544 13,713 32,506 36,195 
Expenses related to non-ordinary course disputes(3)
— — — 1,256 
Adjusted EBITDA$4,800 $24,423 $30,719 $59,396 
Net revenues$140,209 $142,364 $403,726 $400,728 
Net income (loss) margin(4)
(1.2)%4.2 %0.2 %3.1 %
Adjusted EBITDA margin3.4 %17.2 %7.6 %14.8 %
(1) Excludes amortization of debt issuance costs included in “Other income, net.”
(2) Includes stock-based compensation expense, payroll taxes, and costs related to equity award activity.
(3) Exclusively represents attorney's fees, costs and expenses incurred by the Company in connection with the Company’s now-concluded litigation against Strategic Partners, Inc.


(4) Net income (loss) margin represents net income (loss) as a percentage of net revenues.

The following table presents a reconciliation of free cash flow to net cash provided by operating activities, which is the most directly comparable financial measure calculated in accordance with GAAP:

Nine months ended
September 30,
20242023
(in thousands)
Net cash provided by operating activities$50,746 $80,647 
Less: capital expenditures(13,658)(9,733)
Free cash flow$37,088 $70,914 


FIGS, INC.
KEY OPERATING METRICS
(Unaudited)

Active customers as of September 30, 2024 and 2023, respectively, net revenues per active customer as of September 30, 2024 and 2023, respectively, and average order value for the three and nine months ended September 30, 2024 and 2023, respectively, are presented in the following tables:
As of September 30,
20242023
(in thousands)
Active customers2,6732,576
As of September 30,
20242023
Net revenues per active customer$205 $212 
Three months ended
September 30,		Nine months ended
September 30,
2024202320242023
Average order value$108 $114 $112 $114 


Contacts

Investors:
Tom Shaw
IR@wearfigs.com

Media:
Todd Maron
press@wearfigs.com

v3.24.3
Cover Page
Nov. 04, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Nov. 04, 2024
Entity Registrant Name FIGS, Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-40448
Entity Tax Identification Number 46-2005653
Entity Address, Address Line One 2834 Colorado Avenue
Entity Address, Address Line Two Suite 100
Entity Address, City or Town Santa Monica
Entity Address, State or Province CA
Entity Address, Postal Zip Code 90404
City Area Code (424)
Local Phone Number 300-8330
Title of 12(b) Security Class A common stock, $0.0001 par value per share
Trading Symbol FIGS
Security Exchange Name NYSE
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001846576
Amendment Flag false
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