ThredUp Inc. — Director's Dealing 2023

Jul 20, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ThredUp Inc. (TDUP)
CIK: 0001484778
Period of Report: 2023-07-18

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)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-07-18	Class A Common Stock	C	49240	$0.00	Acquired	49240	Indirect
2023-07-18	Class A Common Stock	C	487	$0.00	Acquired	487	Indirect
2023-07-18	Class A Common Stock	C	272	$0.00	Acquired	272	Indirect
2023-07-18	Class A Common Stock	S	49240	$2.60	Disposed	0	Indirect
2023-07-18	Class A Common Stock	S	487	$2.60	Disposed	0	Indirect
2023-07-18	Class A Common Stock	S	272	$2.60	Disposed	0	Indirect
2023-07-19	Class A Common Stock	C	49240	$0.00	Acquired	49240	Indirect
2023-07-19	Class A Common Stock	C	487	$0.00	Acquired	487	Indirect
2023-07-19	Class A Common Stock	C	272	$0.00	Acquired	272	Indirect
2023-07-19	Class A Common Stock	S	49240	$2.98	Disposed	0	Indirect
2023-07-19	Class A Common Stock	S	487	$2.98	Disposed	0	Indirect
2023-07-19	Class A Common Stock	S	272	$2.98	Disposed	0	Indirect
2023-07-20	Class A Common Stock	C	33598	$0.00	Acquired	33598	Indirect
2023-07-20	Class A Common Stock	C	332	$0.00	Acquired	332	Indirect
2023-07-20	Class A Common Stock	C	186	$0.00	Acquired	186	Indirect
2023-07-20	Class A Common Stock	S	33598	$3.24	Disposed	0	Indirect
2023-07-20	Class A Common Stock	S	332	$3.24	Disposed	0	Indirect
2023-07-20	Class A Common Stock	S	186	$3.24	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-07-18	Class B Common Stock	$	C	49240	Disposed		Class A Common Stock (49240)	Indirect
2023-07-18	Class B Common Stock	$	C	487	Disposed		Class A Common Stock (487)	Indirect
2023-07-18	Class B Common Stock	$	C	272	Disposed		Class A Common Stock (272)	Indirect
2023-07-19	Class B Common Stock	$	C	49240	Disposed		Class A Common Stock (49240)	Indirect
2023-07-19	Class B Common Stock	$	C	487	Disposed		Class A Common Stock (487)	Indirect
2023-07-19	Class B Common Stock	$	C	272	Disposed		Class A Common Stock (272)	Indirect
2023-07-20	Class B Common Stock	$	C	33598	Disposed		Class A Common Stock (33598)	Indirect
2023-07-20	Class B Common Stock	$	C	332	Disposed		Class A Common Stock (332)	Indirect
2023-07-20	Class B Common Stock	$	C	186	Disposed		Class A Common Stock (186)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	47	Direct
Class A Common Stock	957	Direct
Class A Common Stock	1031	Direct

Footnotes

F1: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted on June 9, 2023.

F2: Each share of Class B Common Stock was converted into one share of Class A Common Stock for no additional consideration.

F3: 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. (collectively, the "Trinity Funds"), and the Management Members of Trinity TVL X, LLC share voting and dispositive power over the shares held by each of the Trinity Funds. The Management Members of Trinity TVL X, LLC are Ajay Chopra, Noel Fenton and Patricia Nakache. Each of Trinity TVL X, LLC, Mr. Chopra and Mr. Fenton disclaims beneficial ownership of the shares reported herein except to the extent of its or his respective pecuniary interest therein. Ms. Nakache is a director of the Issuer and files separate Section 16 reports.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.59 to $2.63 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.97 to $3.00 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.24 to $3.25 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F7: Shares are directly held by TVL Management Corp ("TVL Corp"). Each of Ajay Chopra, Noel Fenton and Patricia Nakache is an executive officer and director of TVL Corp and shares voting and dispositive power over the shares held by TVL Corp. Each of Mr. Chopra and Mr. Fenton disclaims beneficial ownership of the shares reported herein except to the extent of his respective pecuniary interest therein. Ms. Nakache is a director of the Issuer and files separate Section 16 reports.

F8: Shares are directly held by Ajay Chopra.

F9: Shares are directly held by Noel J. Fenton.

F10: Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and upon the occurrence of other events set forth in the Issuer's Certificate of Incorporation.