SEC FORM 3

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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

IYER KAL

(Last)

(First)

(Middle)

C/O WEALTHFRONT CORPORATION

261 HAMILTON AVENUE

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/11/2025

3. Issuer Name and Ticker or Trading Symbol
WEALTHFRONT CORP [ WLTH ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP, Engineering

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽¹⁾	08/22/2028	Common Stock	1,012,000	$1.79	D
Stock Option (Right to Buy)	⁽²⁾	01/14/2031	Common Stock	136,966	$1.39	D
Restricted Stock Units	⁽³⁾	⁽⁴⁾	Common Stock	95,785	⁽⁵⁾	D
Restricted Stock Units	⁽⁶⁾	⁽⁴⁾	Common Stock	155,000	⁽⁵⁾	D
Restricted Stock Units	⁽⁷⁾	⁽⁴⁾	Common Stock	326,200	⁽⁵⁾	D
Restricted Stock Units	⁽⁸⁾	⁽⁴⁾	Common Stock	326,200	⁽⁵⁾	D
Restricted Stock Units	⁽⁹⁾	⁽⁴⁾	Common Stock	337,800	⁽⁵⁾	D

Explanation of Responses:

1. The option is fully vested. Pursuant to the terms of the reporting person's award agreement with the Issuer, the award became fully vested on June 25, 2022.

2. The option is fully vested. Pursuant to the terms of the reporting person's award agreement with the Issuer, the award became fully vested on December 25, 2024.

3. The award was granted subject to a performance-based vesting condition which shall be satisfied in connection with the Issuer's initial public offering ("IPO"), as well as a service-based vesting schedule. The award vested as to 1/8 of the total award quarterly on the fifteenth calendar day of March, June, September, and December, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche time-vested on March 15, 2023. The award was fully time-vested as of December 15, 2024, and the entire award will be settled for shares of the Issuer's Common Stock in connection with the IPO.

4. These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.

5. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon settlement.

6. The award was granted subject to a performance-based vesting condition which shall be satisfied in connection with the IPO, as well as a service-based vesting schedule. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of June, September, December, and March, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche time-vested on June 15, 2022. Time-vested portions of the award will be settled for shares of the Issuer's Common Stock in connection with the IPO.

7. The award was granted subject to a performance-based vesting condition which shall be satisfied in connection with the IPO, as well as a service-based vesting schedule. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of June, September, December, and March, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche time-vested on June 15, 2023. Time-vested portions of the award will be settled for shares of the Issuer's Common Stock in connection with the IPO.

8. The award was granted subject to a performance-based vesting condition which shall be satisfied in connection with the IPO, as well as a service-based vesting schedule. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of June, September, December, and March, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche time-vested on June 15, 2024. Time-vested portions of the award will be settled for shares of the Issuer's Common Stock in connection with the IPO.

9. The award was granted subject to a performance-based vesting condition which shall be satisfied in connection with the IPO, as well as a service-based vesting schedule. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of June, September, December, and March, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche time-vested on June 15, 2025. Time-vested portions of the award will be settled for shares of the Issuer's Common Stock in connection with the IPO.

	/s/ Lauren Lin, as Attorney-in-Fact	12/11/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.