ThredUp Inc. — Director's Dealing 2021

Mar 26, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: ThredUp Inc. (TDUP)
CIK: 0001484778
Period of Report: 2021-03-25

Reporting Person: Park West Asset Management LLC (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.0001	871599	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series F Preferred Stock	$		Common Stock, par value $0.0001 per share (7844390)		Indirect

Footnotes

F1: Immediately prior to the completion of the Issuer's initial public offering and following the conversion of each series of the Issuer's convertible preferred stock into Common Stock, par value $0.0001 per share ("Common Stock"), each share of Common Stock shall be reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Class B Common Stock is convertible into Class A Common Stock at any time at the option of the holder.

F2: Park West Asset Management LLC (the "Reporting Person") is the investment manager to Park West Investors Master Fund, Limited, a Cayman Islands exempted company ("PWIMF"), and Park West Partners International, Limited, a Cayman Islands exempted company ("PWPI"). Peter S. Park ("Mr. Park"), through one or more affiliated entities, is the controlling manager of the Reporting Person. On March 25, 2021, PWIMF held 791,725 shares of Common Stock and 7,125,528 shares of Series F Preferred Stock and PWPI held 79,874 shares of Common Stock and 718,862 shares of Series F Preferred Stock. The Reporting Person's and Mr. Park's beneficial ownership is limited to their pecuniary interest, if any, in such securities.

F3: Each share of Series F Preferred Stock shall automatically convert into one share of the Issuer's Common Stock, par value $0.0001 per share, on a one-for-one basis and then be reclassified into one share of the Issuer's Common Stock immediately prior to the closing of the Issuer's initial public offering. The shares of Series F Preferred Stock have no expiration date.