James G. Reinhart - 01 Dec 2023 Form 4 Insider Report for ThredUp Inc. (TDUP)

Role
Chief Executive Officer, Director
Signature
/s/ Alon Rotem, Attorney-in-Fact
Issuer symbol
TDUP
Transactions as of
01 Dec 2023
Net transactions value
-$207,898
Form type
4
Filing time
05 Dec 2023, 17:13:52 UTC
Previous filing
21 Nov 2023
Next filing
08 Dec 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TDUP Class A Common Stock Options Exercise $0 +76,766 +17% $0.000000 526,520 01 Dec 2023 Direct
transaction TDUP Class A Common Stock Tax liability $81,831 -38,061 -7.2% $2.15 488,459 01 Dec 2023 Direct F1
transaction TDUP Class A Common Stock Options Exercise $0 +107,514 +22% $0.000000 595,973 01 Dec 2023 Direct
transaction TDUP Class A Common Stock Tax liability $114,608 -53,306 -8.9% $2.15 542,667 01 Dec 2023 Direct F1
transaction TDUP Class A Common Stock Sale $11,459 -4,900 -0.9% $2.34 537,767 04 Dec 2023 Direct F2, F3, 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 TDUP Restricted Stock Units Options Exercise $0 -76,766 -5.4% $0.000000 1,351,471 01 Dec 2023 Class A Common Stock 76,766 Direct F5, F6
transaction TDUP Restricted Stock Units Options Exercise $0 -107,514 -8% $0.000000 1,243,957 01 Dec 2023 Class A Common Stock 107,514 Direct F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Represents shares of Class A Common Stock that were withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of RSUs.
F2 Proceeds to be used by the Reporting Person to repay a personal loan obligation with a third party financial institution in connection with an earlier exercise of ThredUp Inc. stock options.
F3 This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
F4 The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $2.15 to $2.42 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of 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 set forth in this footnote.
F5 Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
F6 On April 11, 2022, the Reporting Person was granted 850,329 RSUs, which vested 6.25% in quarterly installments on each of June 1, 2022, September 1, 2022 and December 1, 2022, and beginning on March 1, 2023, vest 9.03% in quarterly installments on March 1, June 1, September 1 and December 1 until fully vested, subject to the Reporting Person's continued service to the Issuer on each such date.
F7 On February 15, 2023, the Reporting Person was granted 1,290,168 RSUs, vesting in twelve 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.