Patrick Dillon - Mar 15, 2022 Form 4 Insider Report for TuSimple Holdings Inc. (TSP)

Role: Chief Financial Officer
Signature: /s/ James Mullen - Attorney-in-Fact
Stock symbol: TSP
Transactions as of: Mar 15, 2022
Transactions value $: -$21,617
Form type: 4
Date filed: 3/17/2022, 08:42 PM
Previous filing: Dec 21, 2021
Next filing: Apr 5, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TSP	Class A Common Stock	Options Exercise		+1.88K	+15.3%		14.1K	Mar 15, 2022	Direct	F1
transaction	TSP	Class A Common Stock	Sale	-$9.9K	-860	-6.09%	$11.51^*	13.3K	Mar 16, 2022	Direct	F2, F3
transaction	TSP	Class A Common Stock	Options Exercise		+1.88K	+14.13%		15.1K	Mar 16, 2022	Direct	F1
transaction	TSP	Class A Common Stock	Sale	-$11.7K	-968	-6.39%	$12.11^*	14.2K	Mar 17, 2022	Direct	F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	TSP	Restricted Stock Unit	Options Exercise	$0	-1.88K	-4.17%	$0.00	43.1K	Mar 15, 2022	Class A Common Stock	1.88K		Direct	F5
transaction	TSP	Restricted Stock Unit	Options Exercise	$0	-1.88K	-4.35%	$0.00	41.3K	Mar 16, 2022	Class A Common Stock	1.88K		Direct	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The Reporting Person received Restricted Stock Units ("RSUs") that represent a contingent right to receive one share of Class A Common Stock for each RSU upon the satisfaction of applicable vesting conditions. The shares were issued pursuant to vested RSUs.
F2	The sales reported represent shares of Class A Common Stock required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs. These sales are 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 do not represent discretionary trades by the Reporting Person.
F3	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $11.265 to $11.83, inclusive. The Reporting Person undertakes to provide to 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(s) set forth in footnotes 3 and 4 of this Form 4.
F4	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $11.99 to $12.18, inclusive.
F5	The Reporting Person was granted RSUs which represent a contingent right to receive one share of Class A Common Stock for each RSU. The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a four-year period. 25% will vest on December 15, 2021 and 6.25% of the RSUs shall vest each quarter thereafter, subject to the Reporting Person's continuous service with the issuer.