TheRealReal, Inc. — Director's Dealing 2019

Jun 27, 2019

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TheRealReal, Inc. (REAL)
CIK: 0001573221
Period of Report: 2019-06-27

Reporting Person: Baird Gilbert L. III (N/A)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series G Preferred Stock	$		Common Stock (5509697)		Indirect
Series G Preferred Stock	$		Common Stock (1585856)		Indirect
Series H Preferred Stock	$		Common Stock (275485)		Indirect
Series H Preferred Stock	$		Common Stock (79292)		Indirect

Footnotes

F1: Each share of Series G Preferred Stock and Series H Preferred Stock (collectively, the "Preferred Stock") will automatically be converted into one-half of one share of the issuer's Common Stock ("Shares") immediately prior to the completion of the issuer's initial public offering. The Preferred Stock has no expiration date.

F2: These Shares are directly held by PWP Growth Equity Fund II LP ("PWPGEF II").

F3: These Shares are directly held by PWP Growth Equity Fund II B LP, ("PWPGEF II B").

F4: PWP Growth Equity Fund II GP LLC ("PWPGEF II GP") is the general partner of PWPGEF II and of PWPGEF II B. PWPGEF II GP is managed by its managing member, Perella Weinberg Partners Capital Management LP ("PWPCM"). PWPCM is managed by its general partner, Perella Weinberg Partners Capital Management GP LLC ("PWPCMGP"). PWPCMGP is managed by its managing member, PWP Capital Group LP ("PWPCG"). PWPCG is managed by its general partner, PWP Capital Group GP LLC ("PWPCGGP"). PWPGCGP is managed by its managing member, PWP Capital Holdings LP ("PWPCH"). PWPCH is managed by its general partner, Perella Weinberg Partners LLC ("PWPLLC"). Each of PWPGEF II GP, PWPCM, PWPCMGP, PWPCG, PWPCGGP, PWPCH and PWPLLC disclaims beneficial ownership of such Shares within the meaning of Rule 16a-1(a)(2) promulgated pursuant to the Exchange Act, except to the extent of its proportionate pecuniary interest therein, if any.

F5: Pursuant to a delegation of certain investment management authority by PWPCM to the Reporting Person and David Ferguson as portfolio managers of PWP Growth Equity, each of the Reporting person and Mr. Ferguson may be deemed to beneficially own and share voting, investment and dispositive power with respect to the Shares held by PWPGEF II and PWPGEF II B. Each of the Reporting Person and Mr. Ferguson disclaims beneficial ownership of such Shares within the meaning of Rule 16a-1(a)(2) promulgated pursuant to the Exchange Act, except to the extent of his proportionate pecuniary interest therein, if any.