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CarParts.com, Inc. Director's Dealing 2017

May 15, 2017

34693_dirs_2017-05-15_26e15522-b8df-48f9-9e84-f6665fc8d19c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: U.S. Auto Parts Network, Inc. (PRTS)
CIK: 0001378950
Period of Report: 2017-05-12

Reporting Person: HARMAN FREDERIC W (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
2017-05-15 Common Stock J 10806405 Disposed 5017 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-05-12 Series A Convertible Preferred Stock $ C 1379310 Disposed Common Stock (1379310) Indirect

Footnotes

F1: On May 15, 2017, Oak Investment Partners XI, L.P., a Delaware limited partnership, ("Oak XI, LP") made an in-kind distribution, without any additional consideration, of common stock of the Issuer to the limited partners of Oak XI, LP.

F2: The Series A Convertible Preferred Stock has been converted into Common Stock of the Issuer at the option of Oak XI, LP on May 12, 2017.

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