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

Feb 11, 2016

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: U.S. Auto Parts Network, Inc. (PRTS)
CIK: 0001378950
Period of Report: 2015-12-31

Reporting Person: HARMAN FREDERIC W (Director, 10% Owner)
Reporting Person: Oak Investment Partners XI L P (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-31	Common Stock	J	34240	—	Acquired	9419675	Indirect

Footnotes

F1: On March 31, 2015, June 30, 2015, September 30, 2015, and December 31, 2015, the Issuer distributed shares of Common Stock of 8,876, 8,752, 9,403, and 7,209, respectively, as a dividend to Oak Investment Partners XI, Limited Partnership ("Oak XI, L.P."), which resulted from Series A Convertible Preferred Stock.

F2: Not applicable.

F3: The reported securities are directly held by Oak XI, L.P. Oak Associates XI, L.L.C., as the general partner of Oak XI, L.P. may be deemed to beneficially own the reported securities.