Anthony Salvatore Marino - 16 Aug 2022 Form 4 Insider Report for ThredUp Inc. (TDUP)

Role
President
Signature
/s/ Alon Rotem, Attorney-in-Fact
Issuer symbol
TDUP
Transactions as of
16 Aug 2022
Net transactions value
-$33,193
Form type
4
Filing time
06 Sep 2022, 16:20:36 UTC
Previous filing
07 Jun 2022
Next filing
05 Dec 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TDUP Class A Common Stock Award $0 +10,388 +15% $0.000000 78,924 01 Sep 2022 Direct F1
transaction TDUP Class A Common Stock Sale $8,840 -3,828 -4.9% $2.31 75,096 02 Sep 2022 Direct F2
transaction TDUP Class A Common Stock Options Exercise $0 +28,617 +38% $0.000000 103,713 01 Sep 2022 Direct
transaction TDUP Class A Common Stock Sale $24,352 -10,543 -10% $2.31 93,170 02 Sep 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 TDUP Class B Common Stock Gift $0 -125,000 -100% $0.000000* 0 16 Aug 2022 Class A Common Stock 125,000 By Trust F3, F4, F5
transaction TDUP Class B Common Stock Gift $0 +125,000 +1294% $0.000000 134,660 16 Aug 2022 Class A Common Stock 125,000 Direct F3, F4
transaction TDUP Class B Common Stock Gift $0 -125,000 -100% $0.000000* 0 16 Aug 2022 Class A Common Stock 125,000 By Trust F3, F6, F7
transaction TDUP Class B Common Stock Gift $0 +125,000 +93% $0.000000 259,660 16 Aug 2022 Class A Common Stock 125,000 Direct F3, F6
transaction TDUP Restricted Stock Units Options Exercise $0 -28,617 -6.7% $0.000000 400,636 01 Sep 2022 Class A Common Stock 28,617 Direct F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 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.
F3 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.
F4 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.
F5 Shares held of record by the Anthony Marino GRAT.
F6 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.
F7 Shares held of record by the Courtney Marino GRAT.
F8 Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
F9 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.