Filing Details

Accession Number:
0000950170-25-020855
Form Type:
13G Filing
Publication Date:
2025-02-13 19:00:00
Filed By:
Highland Management Partners VIII Limited
Company:
Thredup Inc.
Filing Date:
2025-02-14
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Beneficially Owned Number of Shares Beneficially Owned Number of Aggregate Shares Percent of Class
Highland Management Partners VIII Limited 0 4,933,717 5.3%
Highland Management Partners VIII Limited Partnership 0 4,933,717 5.3%
Highland Capital Partners VIII Limited Partnership 0 3,580,027 3.8%
Highland Capital Partners VIII-B Limited Partnership 0 55,504 0.1%
Highland Capital Partners VIII-C Limited Partnership 0 1,298,186 1.4%
Highland Management Partners VII, LLC 0 2,656,621 2.8%
Highland Management Partners VII Limited Partnership 0 2,656,621 2.8%
Highland Capital Partners VII Limited Partnership 0 1,633,061 1.8%
Highland Capital Partners VII-B Limited Partnership 0 395,723 0.4%
Highland Capital Partners VII-C Limited Partnership 0 576,297 0.6%
Highland Entrepreneurs' Fund VII Limited Partnership 0 51,540 0.1%
Daniel Nova 0 8,011,968 8.6%
Filing





Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
Checkbox not checked   Rule 13d-1(c)
Checkbox checked   Rule 13d-1(d)






SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock (as defined in Item 2(d) of the Original Schedule 13G (as defined below)), which are held of record by Highland VIII, Highland VIII-B and Highland VIII-C (each as defined in Item 2(a) of the Original Schedule 13G). HMP VIII Ltd (as defined in Item 2(a) of the Original Schedule 13G) is the sole general partner of HMP VIII LP (as defined in Item 2(a) of the Original Schedule 13G), which is the sole general partner of each of Highland VIII, Highland VIII-B and Highland VIII-C. Each of HMP VIII Ltd and HMP VIII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the directors of HMP VIII Ltd and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q for the quarter ended September 30, 2024, filed with the United States Securities and Exchange Commission on November 4, 2024 (the "Form 10-Q"), plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons (as defined in Item 2(a) of the Original Schedule 13G) and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by Highland VIII, Highland VIII-B and Highland VIII-C. HMP VIII Ltd is the sole general partner of HMP VIII LP, which is the sole general partner of each of Highland VIII, Highland VIII-B and Highland VIII-C. Each of HMP VIII Ltd and HMP VIII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the directors of HMP VIII Ltd and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by Highland VIII. HMP VIII Ltd is the sole general partner of HMP VIII LP, which is the general partner of Highland VIII. Each of HMP VIII Ltd and HMP VIII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the directors of HMP VIII Ltd and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by Highland VIII-B. HMP VIII Ltd is the sole general partner of HMP VIII LP, which is the general partner of Highland VIII-B. Each of HMP VIII Ltd and HMP VIII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the directors of HMP VIII Ltd and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by Highland VIII-C. HMP VIII Ltd is the sole general partner of HMP VIII LP, which is the general partner of Highland VIII-C. Each of HMP VIII Ltd and HMP VIII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the directors of HMP VIII Ltd and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by Highland VII, Highland VII-B, Highland VII-C and HEF VII (each as defined in Item 2(a) of the Original Schedule 13G). HMP VII LLC (as defined in Item 2(a) of the Original Schedule 13G) is the sole general partner of HMP VII LP (as defined in Item 2(a) of the Original Schedule 13G), which is the sole general partner of each of Highland VII, Highland VII-B, Highland VII-C and HEF VII. Each of HMP VII LLC and HMP VII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the managing members of HMP VII LLC and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by Highland VII, Highland VII-B, Highland VII-C and HEF VII. HMP VII LLC is the sole general partner of HMP VII LP, which is the sole general partner of each of Highland VII, Highland VII-B, Highland VII-C and HEF VII. Each of HMP VII LLC and HMP VII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the managing members of HMP VII LLC and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by Highland VII. HMP VII LLC is the sole general partner of HMP VII LP, which is the general partner of Highland VII. Each of HMP VII LLC and HMP VII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the managing members of HMP VII LLC and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by Highland VII-B. HMP VII LLC is the sole general partner of HMP VII LP, which is the general partner of Highland VII-B. Each of HMP VII LLC and HMP VII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the managing members of HMP VII LLC and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by Highland VII-C. HMP VII LLC is the sole general partner of HMP VII LP, which is the general partner of Highland VII-C. Each of HMP VII LLC and HMP VII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the managing members of HMP VII LLC and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) All such securities are Class B Common Stock, which are held of record by HEF VII. HMP VII LLC is the sole general partner of HMP VII LP, which is the general partner of HEF VII. Each of HMP VII LLC and HMP VII LP may be deemed to have voting, investment and dispositive power with respect to these securities. Robert Davis, Daniel Nova (a member of the Issuer's board of directors), Paul Maeder and Corey Mulloy are the managing members of HMP VII LLC and may be deemed to share voting, investment and dispositive power with respect to these securities. (2) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported by the Issuer in its Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G



Comment for Type of Reporting Person:  (1) Represents 110,810 shares held of record by Mr. Nova, 6,890 shares held of record by Nova Family Enterprises and 303,930 shares held by the Daniel J. Nova 2000 Trust dtd 06/20/2000, all of which are shares of Class A Common Stock. Excludes 77,363 restricted stock units ("RSUs"), which will vest in full on the earlier of (i) May 25, 2025 or (ii) the Issuer's next annual meeting of stockholders, subject to Mr. Nova's continued service to the Issuer on such date. Each RSU represents a contingent right to receive one share of Class A Common Stock. (2) Includes all shares held of record by Highland VIII, Highland VIII-B, Highland VIII-C, Highland VII, Highland VII-B, Highland VII-C and HEF VII, all of which are shares of Class B Common Stock. Mr. Nova, a member of the Issuer's board of directors, is a director of HMP VIII Ltd and a managing member of HMP VII LLC and may be deemed to share voting, investment and dispositive power with respect to these securities. (3) This percentage is calculated based on 85,660,389 shares of Class A Common Stock outstanding as of October 28, 2024, as reported in the Form 10-Q, plus 7,590,338 shares of Class B Common Stock held by the Reporting Persons and assuming the conversion of such shares into shares of Class A Common Stock on a one-for-one basis.


SCHEDULE 13G


 
Highland Management Partners VIII Limited
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Officer
Date:02/14/2025
 
Highland Management Partners VIII Limited Partnership
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Officer
Date:02/14/2025
 
Highland Capital Partners VIII Limited Partnership
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Officer
Date:02/14/2025
 
Highland Capital Partners VIII-B Limited Partnership
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Officer
Date:02/14/2025
 
Highland Capital Partners VIII-C Limited Partnership
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Officer
Date:02/14/2025
 
Highland Management Partners VII, LLC
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Manager
Date:02/14/2025
 
Highland Management Partners VII Limited Partnership
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Manager
Date:02/14/2025
 
Highland Capital Partners VII Limited Partnership
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Manager
Date:02/14/2025
 
Highland Capital Partners VII-B Limited Partnership
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Manager
Date:02/14/2025
 
Highland Capital Partners VII-C Limited Partnership
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Manager
Date:02/14/2025
 
Highland Entrepreneurs' Fund VII Limited Partnership
 
Signature:/s/ Jessica Healey
Name/Title:Authorized Manager
Date:02/14/2025
 
Daniel Nova
 
Signature:/s/ Daniel Nova
Name/Title:Daniel Nova
Date:02/14/2025

Comments accompanying signature:  Note: This Amendment No. 3 (this "Amendment") amends and supplements the Schedule 13G originally filed by the Reporting Persons with the United States Securities and Exchange Commission (the "Commission") on February 10, 2022, as amended by Amendment No. 1 filed with the Commission on February 6, 2023 and Amendment No. 2 filed with the Commission on February 9, 2024 (the "Original Schedule 13G"). Only those items that are hereby reported are amended; all other items reported in the Original Schedule 13G remain unchanged. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Capitalized terms not defined in this Amendment have the meanings ascribed to them in the Original Schedule 13G