Sec Form 3 Filing - Institutional Venture Management XIII, LLC @ Honest Company, Inc. - 2021-05-04

FORM 3 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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Institutional Venture Management XIII, LLC 2. Issuer Name and Ticker or Trading Symbol Honest Company, Inc. [ HNST] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 3000 SAND HILL ROAD, BUILDING 2,, SUITE 250 3. Date of Earliest Transaction (MM/DD/YY) 05/04/2021 (Street) MENLO PARK, CA94025 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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) Code V Amount (A) or (D) Price Common Stock 1,368,850 I By Institutional Venture Partners XIII, L.P. ( 1 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Series A Convertible Preferred Stock ( 2 ) ( 2 ) ( 2 ) Common Stock ( 2 ) 1,891,254 I By Institutional Venture Partners XIII, L.P. ( 1 ) Series A-1 Convertible Preferred Stock ( 2 ) ( 2 ) ( 2 ) Common Stock ( 2 ) 4,126,434 I By Institutional Venture Partners XIII, L.P. ( 1 ) Series B Convertible Preferred Stock ( 2 ) ( 2 ) ( 2 ) Common Stock ( 2 ) 2,275,788 I By Institutional Venture Partners XIII, L.P. ( 1 ) Series C Convertible Preferred Stock ( 3 ) ( 2 ) ( 3 ) Common Stock ( 3 ) 765,623 I By Institutional Venture Partners XIII, L.P. ( 1 ) Series D Convertible Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock ( 3 ) 138,596 I By Institutional Venture Partners XIII, L.P. ( 1 ) Series E Convertible Preferred Stock ( 2 ) ( 2 ) ( 2 ) Common Stock ( 2 ) 1,030,358 I By Institutional Venture Partners XIII, L.P. ( 1 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Institutional Venture Management XIII, LLC 3000 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK, CA94025 X Institutional Venture Partners XIII, L.P. 3000 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK, CA94025 X Chaffee Todd C 3000 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK, CA94025 X FOGELSONG NORMAN A 3000 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK, CA94025 X Harrick Stephen J 3000 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK, CA94025 X Miller J Sanford 3000 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK, CA94025 X Phelps Dennis B 3000 SAND HILL ROAD, BUILDING 2, SUITE 250 MENLO PARK, CA94025 X Signatures Institutional Venture Management XIII, LLC By: /s/ Tracy Hogan, Attorney-In-Fact 05/04/2021 Signature of Reporting Person Date Institutional Venture Partners XIII, L.P. By: Institutional Venture Management XIII, LLC, its General Partner By: /s/ Tracy Hogan, Attorney-In-Fact 05/04/2021 Signature of Reporting Person Date /s/ Tracy Hogan, Attorney-In-Fact Todd C. Chaffee 05/04/2021 Signature of Reporting Person Date /s/ Tracy Hogan, Attorney-In-Fact Norman A. Fogelsong 05/04/2021 Signature of Reporting Person Date /s/ Tracy Hogan, Attorney-In-Fact Stephen J. Harrick 05/04/2021 Signature of Reporting Person Date /s/ Tracy Hogan, Attorney-In-Fact J. Sanford Miller 05/04/2021 Signature of Reporting Person Date /s/ Tracy Hogan, Attorney-In-Fact Dennis B. Phelps, Jr. 05/04/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The shares are held of record by Instit utional Venture Partners XIII, L.P. ("IVP XIII"). Institutional Venture Management XIII LLC ("IVM XIII") is the general partner of IVP XIII. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, J. Sanford Miller and Dennis B. Phelps, Jr. as the managing directors of IVM XIII, may be deemed to have shared voting and dispositive power with respect to the shares held by IVP XIII. Each of IVM XIII and the managing directors disclaims beneficial ownership of the securities reported herein, except to the extent of its or his respective pecuniary interest therein. ( 2 )The shares of Series A, Series A-1, Series B and Series E Preferred Stock are convertible into shares of Common Stock at any time at the holder's election, and automatically immediately prior to the closing of the Issuer's initial public offering on a 1-for-1 basis, and have no expiration date. The number of shares of Common Stock are presented on an as-converted basis. ( 3 )The shares of Series C and Series D Preferred Stock are convertible into shares of Common Stock at any time at the holder's election, and automatically immediately prior to the closing of the Issuer's initial public offering on a 1-for-1.056925 basis, and have no expiration date. The number of shares of Common Stock are presented on an as-converted basis.

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 4(b)(v).

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