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

On November 19, 2020, Mike Smith, President, Chief Operating Officer and Interim Chief Financial Officer of Stitch Fix, Inc. (the "Company") announced his intention to resign from the Company to start a venture capital firm. Mr. Smith plans to remain with the Company in his current roles at least until the Company hires and announces a new Chief Financial Officer, after which the Company and Mr. Smith will determine the effective date of his resignation. The Company has been conducting a search for a new Chief Financial Officer. On November 19, 2020, the Company's Board of Directors (the "Board") increased the authorized number of directors on the Board from nine (9) to ten (10) and appointed Mr. Smith to serve as a member of the Board, effective immediately, to fill the vacancy. Mr. Smith will serve as a Class II director, the class of directors whose term expires at the 2022 Annual Meeting of Stockholders. Mr. Smith has not been appointed to serve on any Board committees at this time. Mr. Smith will not receive any compensation for his service on the Board while he remains an employee of the Company. There is no arrangement or understanding between Mr. Smith and any other persons pursuant to which Mr. Smith was appointed as a director. Furthermore, there are no family relationships between Mr. Smith and any director or executive officer of the Company. There are no transactions to which Mr. Smith is a party that require disclosure under Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.



(d)  Exhibits

Exhibit No.              Description

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



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