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Filing Details

Accession Number:: 0001484778-22-000157
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-09-06 16:20:36
Reporting Period:: 2022-08-16

Accepted Time:: 2022-09-06 16:20:36
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1484778	Thredup Inc.	TDUP	Retail-Catalog & Mail-Order Houses (5961)	264009181

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1851770	Salvatore Anthony Marino	C/O Thredup Inc. 969 Broadway, Suite 200 Oakland CA 94607	President	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2022-09-01	10,388	$0.00	78,924	No	4	A	Direct
Class A Common Stock	Disposition	2022-09-02	3,828	$2.31	75,096	No	4	S	Direct
Class A Common Stock	Acquisiton	2022-09-01	28,617	$0.00	103,713	No	4	M	Direct
Class A Common Stock	Disposition	2022-09-02	10,543	$2.31	93,170	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	A	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2022-08-16	125,000	$0.00	125,000	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2022-08-16	125,000	$0.00	125,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2022-08-16	125,000	$0.00	125,000	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2022-08-16	125,000	$0.00	125,000	$0.00
Class A Common Stock	Restricted Stock Units	Disposition	2022-09-01	28,617	$0.00	28,617	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	No	5	G	Indirect
134,660	No	5	G	Direct
0	No	5	G	Indirect
259,660	No	5	G	Direct
400,636	No	4	M	Direct

Footnotes

Settlement of shares from performance-based restricted stock units under the Issuer's 2021 Stock Option and Incentive Plan in a transaction exempt under Rule 16b-3. Each unit represents a right to receive one share of the Issuer's Class A Common Stock.
Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and upon the occurrence of other events set forth in the Issuer's Certificate of Incorporation.
On August 16, 2022, 125,000 shares of the Issuer's Class B Common Stock were transferred from The Anthony Salvatore Marino 2021 Annuity Trust (the "Anthony Marino GRAT"), of which the Reporting Person is the trustee, to the Reporting Person. This was a bona fide gift with no payment in consideration.
Shares held of record by the Anthony Marino GRAT.
On August 16, 2022, 125,000 shares of the Issuer's Class B Common Stock were transferred from The Courtney Erin Marino 2021 Annuity Trust (the "Courtney Marino GRAT"), of which the Reporting Person's spouse is the trustee, to the Reporting Person. This was a bona fide gift with no payment in consideration.
Shares held of record by the Courtney Marino GRAT.
Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
On April 11, 2022, the Reporting Person was granted 457,869 RSUs, vesting in sixteen equal quarterly installments on June 1, September 1, December 1 and March 1 until fully vested, subject to the Reporting Person's continued service to the Issuer on each such date.