Patrick Dillon - Jun 1, 2022 Form 4 Insider Report for TuSimple Holdings Inc. (TSP)

Role: Chief Financial Officer
Signature: /s/ Patrick Dillon
Stock symbol: TSP
Transactions as of: Jun 1, 2022
Transactions value $: -$11,453
Form type: 4
Date filed: 6/3/2022, 06:26 PM
Previous filing: Apr 5, 2022
Next filing: Jun 17, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TSP	Class A Common Stock	Options Exercise		+1.25K	+8.82%		15.4K	Jun 1, 2022	Direct	F1
transaction	TSP	Class A Common Stock	Sale	-$5.42K	-621	-4.03%	$8.72	14.8K	Jun 2, 2022	Direct	F2, F3
transaction	TSP	Class A Common Stock	Options Exercise		+1.25K	+8.44%		16.1K	Jun 2, 2022	Direct	F1
transaction	TSP	Class A Common Stock	Sale	-$6.04K	-711	-4.43%	$8.49	15.3K	Jun 3, 2022	Direct	F2

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		-1.25K	-12.5%		8.75K	Jun 1, 2022	Class A Common Stock	1.25K		Direct	F4
transaction	TSP	Restricted Stock Unit	Options Exercise		-1.25K	-14.29%		7.5K	Jun 2, 2022	Class A Common Stock	1.25K		Direct	F4

* 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 $8.59 to $8.83, 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 this Form 4.
F4	The Reporting Person was granted restricted stock units ("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 with 25% of the RSUs vesting on June 1, 2022 and 12.5% of the RSUs vesting every six-months thereafter, provided that the Reporting Person remains in continuous service on each such vesting date.