Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Miller Steven Clive	2. Issuer Name and Ticker or Trading Symbol Warby Parker Inc. [ WRBY ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer
(Last) (First) (Middle) C/O WARBY PARKER INC.,, 233 SPRING STREET, 6TH FLOOR EAST	3. Date of Earliest Transaction (MM/DD/YYYY) 10/6/2021
(Street) NEW YORK, NY 10013 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	10/6/2021		M		110531	A	$13.08	215108	D
Class A Common Stock	10/6/2021		M		764	A	$12.35	215872	D
Class A Common Stock	10/6/2021		M		22421	A	$4.46	238293	D
Class A Common Stock	10/6/2021		S		86038	D	$52.31 ⁽¹⁾	152255	D
Class A Common Stock	10/7/2021		M		44727	A	$13.08	196982	D
Class A Common Stock	10/7/2021		M		44000	A	$13.35	240982	D
Class A Common Stock	10/7/2021		S		88727	D	$50.08 ⁽²⁾	152255	D

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$4.46	10/6/2021		M			22421	⁽³⁾	⁽³⁾	Class A Common Stock	22421.0	$0	26400	D
Stock Option (Right to Buy)	$13.08	10/6/2021		M			110531	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	110531.0	$0	79078	D
Stock Option (Right to Buy)	$12.35	10/6/2021		M			764	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	764.0	$0	176368	D
Stock Option (Right to Buy)	$13.08	10/7/2021		M			44727	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	44727.0	$0	34351	D
Stock Option (Right to Buy)	$13.35	10/7/2021		M			44000	⁽⁶⁾	⁽⁶⁾	Class A Common Stock	44000.0	$0	99816	D

Explanation of Responses:
(1)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.25 to $52.60. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(2)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.00 to $50.46. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(3)	The Stock option was granted on June 15, 2016, is fully vested and will expire on June 14, 2026.
(4)	The Stock option was granted on October 16, 2018, will vest in 48 monthly installments beginning on January 1, 2018 and will expire on October 15, 2028.
(5)	The Stock option was granted on March 29, 2019, will vest in 48 monthly installments beginning on January 1, 2019 and will expire on March 28, 2029.
(6)	The Stock option was granted on November 20, 2019, will vest in 48 monthly installments beginning on January 1, 2020 and will expire on November 19, 2029.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Miller Steven Clive C/O WARBY PARKER INC., 233 SPRING STREET, 6TH FLOOR EAST NEW YORK, NY 10013			Chief Financial Officer