ThredUp Inc. — Director's Dealing 2021

Mar 25, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

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

Reporting Person: Trinity TVL X, LLC (10% Owner)
Reporting Person: TRINITY VENTURES X LP (10% Owner)
Reporting Person: Trinity X Entrepreneurs' Fund, L.P. (10% Owner)
Reporting Person: Trinity X Side-By-Side Fund, L.P. (10% Owner)
Reporting Person: CHOPRA AJAY (10% Owner)
Reporting Person: Fenton Noel J (10% Owner)
Reporting Person: Labatt Nina C. (10% Owner)
Reporting Person: ORR LAWRENCE K (10% Owner)
Reporting Person: Nakache Patricia (Director, 10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	92670	Indirect
Common Stock	1167	Indirect
Common Stock	576	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$		Common Stock (68108.0)		Indirect
Series A Preferred Stock	$		Common Stock (635.0)		Indirect
Series A Preferred Stock	$		Common Stock (343.0)		Indirect
Series A-1 Preferred Stock	$		Common Stock (4435521.0)		Indirect
Series A-1 Preferred Stock	$		Common Stock (44136.0)		Indirect
Series A-1 Preferred Stock	$		Common Stock (26545.0)		Indirect
Series B Preferred Stock	$		Common Stock (1863299.0)		Indirect
Series B Preferred Stock	$		Common Stock (18158.0)		Indirect
Series B Preferred Stock	$		Common Stock (10025.0)		Indirect
Series C Preferred Stock	$		Common Stock (1807227.0)		Indirect
Series C Preferred Stock	$		Common Stock (16847.0)		Indirect
Series C Preferred Stock	$		Common Stock (9092.0)		Indirect
Series D Preferred Stock	$		Common Stock (1662394.0)		Indirect
Series D Preferred Stock	$		Common Stock (20950.0)		Indirect
Series D Preferred Stock	$		Common Stock (10348.0)		Indirect
Series E Preferred Stock	$		Common Stock (315434.0)		Indirect
Series E Preferred Stock	$		Common Stock (2697.0)		Indirect
Series E Preferred Stock	$		Common Stock (1454.0)		Indirect
Series E-1 Preferred Stock	$		Common Stock (319585.0)		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, 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: Trinity TVL X, LLC is the General Partner of Trinity Ventures X, L.P., Trinity X Entrepreneurs' Fund, L.P. and Trinity X Side-By-Side Fund, L.P. (the "Trinity Entities"), and the Management Members of Trinity TVL X, LLC share voting and dispositive power over the shares held by each of the Trinity Entities. The Management Members of Trinity TVL X, LLC are Ajay Chopra, Noel Fenton, Nina Labatt, Patricia Nakache and Larry Orr. Each of Trinity TVL X, LLC, Mr. Chopra, Mr. Fenton, Ms. Labatt and Mr. Orr disclaim beneficial ownership of the shares reported herein except to the extent of his, her or its respective pecuniary interest therein. Ms. Nakache is a director of the Issuer and files separate Section 16 reports.

F3: Each share of Series A Preferred Stock, Series A-1 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, D Preferred Stock, Series E Preferred Stock and Series E-1 Preferred Stock (collectively, the "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, immediately prior to the closing of the Issuer's initial public offering. The shares of Preferred Stock have no expiration date.