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Filing Details

Accession Number:: 0001484778-21-000135
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-12-01 20:18:09
Reporting Period:: 2021-10-28

Accepted Time:: 2021-12-01 20:18:09
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1484778	Thredup Inc.	TDUP	Retail-Catalog & Mail-Order Houses (5961)	264009181

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1849447	G. James Reinhart	C/O Thredup Inc. 969 Broadway, Suite 200 Oakland CA 94607	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2021-11-29	10,000	$0.00	10,000	No	4	C	Indirect	By Trust
Class A Common Stock	Disposition	2021-11-29	5,857	$17.81	4,143	No	4	S	Indirect	By Trust
Class A Common Stock	Disposition	2021-11-29	4,143	$18.38	0	No	4	S	Indirect	By Trust
Class A Common Stock	Acquisiton	2021-11-29	600	$0.00	600	No	4	C	Indirect	By Trust
Class A Common Stock	Disposition	2021-11-29	600	$17.66	0	No	4	S	Indirect	By Trust

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	By Trust
No	4	S	Indirect	By Trust
No	4	S	Indirect	By Trust
No	4	C	Indirect	By Trust
No	4	S	Indirect	By Trust

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Class B Common Stock	Disposition	2021-10-28	11,030	$0.00	11,030	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2021-10-28	11,030	$0.00	11,030	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-10-28	13,461	$0.00	13,461	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2021-10-28	13,461	$0.00	13,461	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-10-28	28,838	$0.00	28,838	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2021-10-28	28,838	$0.00	28,838	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-11-29	10,000	$0.00	10,000	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2021-11-29	600	$0.00	600	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
233,970	No	5	G	Indirect
2,371,364	No	5	G	Indirect
28,838	No	5	G	Indirect
2,384,825	No	5	G	Indirect
0	No	5	G	Indirect
328,838	No	5	G	Indirect
2,374,825	No	4	C	Indirect
116,700	No	4	C	Indirect

Footnotes

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.
Shares held of record by James Reinhart and Michele Reinhart as Trustees of the Costanoa Family Trust dated July 22 2015 as amended (the "2015 Costanoa Trust").
This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $17.07 to $18.01 per share. The Reporting Person undertakes 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.
The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $18.19 to $18.71 per share. The Reporting Person undertakes 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.
These shares are owned directly by a trust for the benefit of Mr. Reinhart's family and of which the trustee is an independent institution. The Reporting Person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $17.31 to $18.00 per share. The Reporting Person undertakes 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.
On October 28, 2021, the 2020 Costanoa Trust transferred 11,030 shares of the Issuer's Class B Common Stock to the 2015 Costanoa Trust. This was a bona fide gift with no payment in consideration.
Shares held of record by James Reinhart, Trustee of the Costanoa Trust dated August 7, 2020 (the "2020 Costanoa Trust").
On October 28, 2021, the 2019 Costanoa Trust transferred 13,461 shares of the Issuer's Class B Common Stock to the 2015 Costanoa Trust. This was a bona fide gift with no payment in consideration.
Shares held of record by James Reinhart, Trustee of the Costanoa 2019 Trust dated October 17, 2019 (the "2019 Costanoa Trust").
On October 28, 2021, the 2019 Costanoa Trust transferred 28,838 shares of the Issuer's Class B Common Stock to James Reinhart and Michele Reinhart as Trustees of The Costanoa 2017 Irrevocable GST Trust (the "2017 Costanoa Trust"). This was a bona fide gift with no payment in consideration.
Shares held of record by the 2017 Costanoa Trust.