Highland Management Partners VIII Ltd - 02 Aug 2021 Form 4 Insider Report for ThredUp Inc. (TDUP)

Role
10%+ Owner
Signature
HIGHLAND MANAGEMENT PARTNERS VIII LIMITED By: /s/ Jessica Healey, Authorized Officer
Issuer symbol
TDUP
Transactions as of
02 Aug 2021
Net transactions value
-$8,637,213
Form type
4
Filing time
02 Aug 2021, 19:46:16 UTC
Next filing
26 Oct 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TDUP Class A Common Stock Conversion of derivative security $0 +229,293 $0.000000 229,293 02 Aug 2021 See Footnote F1, F2
transaction TDUP Class A Common Stock Conversion of derivative security $0 +55,562 $0.000000 55,562 02 Aug 2021 See Footnote F1, F3
transaction TDUP Class A Common Stock Conversion of derivative security $0 +80,916 $0.000000 80,916 02 Aug 2021 See Footnote F1, F4
transaction TDUP Class A Common Stock Conversion of derivative security $0 +7,185 $0.000000 7,185 02 Aug 2021 See Footnote F1, F5
transaction TDUP Class A Common Stock Sale $5,310,151 -229,293 -100% $23.16 0 02 Aug 2021 See Footnote F2, F6
transaction TDUP Class A Common Stock Sale $1,286,749 -55,562 -100% $23.16 0 02 Aug 2021 See Footnote F3, F6
transaction TDUP Class A Common Stock Sale $1,873,917 -80,916 -100% $23.16 0 02 Aug 2021 See Footnote F4, F6
transaction TDUP Class A Common Stock Sale $166,396 -7,185 -100% $23.16 0 02 Aug 2021 See Footnote F5, F6

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 TDUP Class B Common Stock Conversion of derivative security $0 -229,293 -10% $0.000000 2,063,647 02 Aug 2021 Class A Common Stock 229,293 See Footnote F1, F2, F7
transaction TDUP Class B Common Stock Conversion of derivative security $0 -55,562 -10% $0.000000 500,062 02 Aug 2021 Class A Common Stock 55,562 See Footnote F1, F3, F7
transaction TDUP Class B Common Stock Conversion of derivative security $0 -80,916 -10% $0.000000 728,247 02 Aug 2021 Class A Common Stock 80,916 See Footnote F1, F4, F7
transaction TDUP Class B Common Stock Conversion of derivative security $0 -7,185 -10% $0.000000 64,665 02 Aug 2021 Class A Common Stock 7,185 See Footnote F1, F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Class B Common Stock was converted into one share of Class A Common Stock at the option of the holder in connection with the registered public offering of shares of the Issuer's Class A Common Stock, pursuant to a final prospectus dated July 28, 2021, which offering was consummated on August 2, 2021.
F2 These shares are held of record by Highland Capital Partners VII Limited Partnership ("Highland Capital VII"). Highland Management Partners VII, LLC ("HMP VII LLC") is the general partner of Highland Management Partners VII Limited Partnership ("HMP VII LP"), which is the general partner of Highland Capital VII. Robert J. Davis, Paul A. Maeder, Corey M. Mulloy and Daniel J. Nova, a member of the Issuer's board of directors (collectively, the "Managing Members"), are the managing members of HMP VII LLC. Each of HMP VII LP, HMP VII LLC and the Managing Members may be deemed to share voting, investment and dispositive power over the shares held by Highland Capital VII and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VII LP, HMP VII LLC and the Managing Members disclaims beneficial ownership over the shares held by Highland Capital VII to the extent of its or their respective pecuniary interests therein, if any.
F3 These shares are held of record by Highland Capital Partners VII-B Limited Partnership ("Highland Capital VII-B"). HMP VII LLC is the general partner of HMP VII LP, which is the general partner of Highland Capital VII-B. The Managing Members are the managing members of HMP VII LLC. Each of HMP VII LP, HMP VII LLC and the Managing Members may be deemed to share voting, investment and dispositive power over the shares held by Highland Capital VII-B and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VII LP, HMP VII LLC and the Managing Members disclaims beneficial ownership over the shares held by Highland Capital VII-B to the extent of its or their respective pecuniary interests therein, if any.
F4 These shares are held of record by Highland Capital Partners VII-C Limited Partnership ("Highland Capital VII-C"). HMP VII LLC is the general partner of HMP VII LP, which is the general partner of Highland Capital VII-C. The Managing Members are the managing members of HMP VII LLC. Each of HMP VII LP, HMP VII LLC and the Managing Members may be deemed to share voting, investment and dispositive power over the shares held by Highland Capital VII-C and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VII LP, HMP VII LLC and the Managing Members disclaims beneficial ownership over the shares held by Highland Capital VII-C to the extent of its or their respective pecuniary interests therein, if any.
F5 These shares are held of record by Highland Entrepreneurs' Fund VII Limited Partnership ("Highland Entrepreneurs' Fund"). HMP VII LLC is the general partner of HMP VII LP, which is the general partner of Highland Entrepreneurs' Fund. The Managing Members are the managing members of HMP VII LLC. Each of HMP VII LP, HMP VII LLC and the Managing Members may be deemed to share voting, investment and dispositive power over the shares held by Highland Entrepreneurs' Fund and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VII LP, HMP VII LLC and the Managing Members disclaims beneficial ownership over the shares held by Highland Entrepreneurs' Fund to the extent of their respective pecuniary interests therein, if any.
F6 Pursuant to an underwriting agreement and in connection with the registered public offering of shares of the Issuer's Class A Common Stock, pursuant to a final prospectus dated July 28, 2021, which offering was consummated on August 2, 2021, Highland Capital VII sold 229,293 shares of Class A Common Stock, Highland Capital VII-B sold 55,562 shares of Class A Common Stock, Highland Capital VII-C sold 80,916 shares of Class A Common Stock and Highland Entrepreneurs' Fund sold 7,185 shares of Class A Common Stock, each at a price per share of $23.1588 (after underwriting discounts and commissions). Highland Capital VII, Highland Capital VII-B, Highland Capital VII-C and Highland Entrepreneurs' Fund were selling stockholders in the registered public offering.
F7 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.

Remarks:

Daniel J. Nova is a member of the Issuer's board of directors and files separate Section 16 reports. Due to SEC restrictions on the number of reporting persons, this is Form 1 of 2, being filed collectively by each of the undersigned Reporting Persons and Highland Management Partners VIII Limited Partnership, Highland Capital Partners VIII Limited Partnership, Highland Capital Partners VIII-B Limited Partnership, and Highland Capital Partners VIII-C Limited Partnership.