TheRealReal, Inc. — Director's Dealing 2023

Mar 8, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TheRealReal, Inc. (REAL)
CIK: 0001573221
Period of Report: 2023-03-03

Reporting Person: Suko Todd A (Chief Legal Officer and Secret)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-03-03	Common Stock	A	210000	—	Acquired	572635	Direct
2023-03-03	Common Stock	A	90000	—	Acquired	662635	Direct

Footnotes

F1: Represents shares of The RealReal, Inc. (the "Company") common stock underlying restricted stock units ("RSUs") granted to the Reporting Person under the Company's 2019 Equity Incentive Plan. Each restricted stock unit is the economic equivalent of one share of TheRealReal, Inc. common stock.

F2: These restricted stock units vest quarterly over three years, subject to the reporting person's continuous service as of each vesting date and subject to acceleration upon certain events.

F3: Represents shares of The RealReal, Inc. (the "Company") common stock underlying performance-based restricted stock units ("PSUs") granted to the Reporting Person under the Company's 2019 Equity Incentive Plan.

F4: The PSUs will time-vest annually in three equal tranches beginning on February 20, 2024, with each tranche's vesting and settlement subject to (i) the achievement of a performance-based vesting condition based on the 60-day volume-weighted average price of one share of the Company's common stock of $5.00, $7.50 and $10.00, respectively, measured over a five-year performance period, and (ii) the Reporting Person's continuous service as of each vesting date.