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

Role
President
Signature
/s/ Alon Rotem, Attorney-in-Fact
Stock symbol
TDUP
Transactions as of
Aug 16, 2022
Transactions value $
-$33,193
Form type
4
Date filed
9/6/2022, 04:20 PM
Previous filing
Jun 7, 2022
Next filing
Dec 5, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TDUP Class A Common Stock Award $0 +10.4K +15.16% $0.00 78.9K Sep 1, 2022 Direct F1
transaction TDUP Class A Common Stock Sale -$8.84K -3.83K -4.85% $2.31 75.1K Sep 2, 2022 Direct F2
transaction TDUP Class A Common Stock Options Exercise $0 +28.6K +38.11% $0.00 104K Sep 1, 2022 Direct
transaction TDUP Class A Common Stock Sale -$24.4K -10.5K -10.17% $2.31 93.2K Sep 2, 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 -125K -100% $0.00* 0 Aug 16, 2022 Class A Common Stock 125K By Trust F3, F4, F5
transaction TDUP Class B Common Stock Gift $0 +125K +1294% $0.00 135K Aug 16, 2022 Class A Common Stock 125K Direct F3, F4
transaction TDUP Class B Common Stock Gift $0 -125K -100% $0.00* 0 Aug 16, 2022 Class A Common Stock 125K By Trust F3, F6, F7
transaction TDUP Class B Common Stock Gift $0 +125K +92.83% $0.00 260K Aug 16, 2022 Class A Common Stock 125K Direct F3, F6
transaction TDUP Restricted Stock Units Options Exercise $0 -28.6K -6.67% $0.00 401K Sep 1, 2022 Class A Common Stock 28.6K 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.