CarParts.com, Inc. — Director's Dealing 2016

Feb 17, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: U.S. Auto Parts Network, Inc. (PRTS)
CIK: 0001378950
Period of Report: 2016-02-16

Reporting Person: Eisler David (VP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-16	Common Stock	A	15666	—	Acquired	15666	Direct
2016-02-16	Common Stock	F	6858	$2.80	Disposed	8808	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-16	Restricted Stock Units	$	M	15666	Disposed		Common Stock (15666)	Direct

Footnotes

F1: In accordance with the Stock Unit Award Agreement dated June 23, 2015, the reporting person was granted 15,666 restricted stock units, vesting 100% on February 16, 2016. These restricted stock units converted to common stock on a one-for-one basis upon vesting.

F2: Pursuant to the Stock Unit Award Agreement dated June 23, 2015, the issuer elected to cancel and not issue vested shares to satisfy tax withholding obligations of the reporting person.