Statement of Changes in Beneficial Ownership (4)
November 12 2021 - 4:49PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Upfront Ventures Management, LLC |
2. Issuer Name and Ticker or Trading Symbol
ThredUp Inc.
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TDUP
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1314 7TH STREET, SUITE 600, |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/9/2021 |
(Street)
SANTA MONICA, CA 90401
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 11/9/2021 | | C(1) | | 371973 | A | $0.00 (1) | 371973 | I | By Upfront Growth I, L.P. (2) |
Class A Common Stock | 11/9/2021 | | C(1) | | 557960 | A | $0.00 (1) | 557960 | I | By Upfront Growth II, L.P. (2) |
Class A Common Stock | 11/9/2021 | | C(1) | | 1201169 | A | $0.00 (1) | 1201169 | I | By Upfront IV L.P. (2) |
Class A Common Stock | 11/9/2021 | | C(1) | | 68898 | A | $0.00 (1) | 68898 | I | By Upfront IV Ancillary, L.P. (2) |
Class A Common Stock | 11/9/2021 | | J(3) | | 338157 | D | $0.00 | 33816 | I | By Upfront Growth I, L.P. (2) |
Class A Common Stock | 11/9/2021 | | J(4) | | 507236 | D | $0.00 | 50724 | I | By Upfront Growth II, L.P. (2) |
Class A Common Stock | 11/9/2021 | | J(5) | | 1091972 | D | $0.00 | 109197 | I | By Upfront IV L.P. (2) |
Class A Common Stock | 11/9/2021 | | J(6) | | 62635 | D | $0.00 | 6263 | I | By Upfront IV Ancillary, L.P. (2) |
Class A Common Stock | 11/9/2021 | | J(7) | | 28023 | A | $0.00 | 28023 | I | By Upfront Growth GP I, LLC (2) |
Class A Common Stock | 11/9/2021 | | J(8) | | 28023 | D | $0.00 | 0 | I | By Upfront Growth GP I, LLC (2) |
Class A Common Stock | 11/9/2021 | | J(9) | | 15218 | A | $0.00 | 15218 | I | Upfront Growth GP II, LLC (2) |
Class A Common Stock | 11/9/2021 | | J(10) | | 15218 | D | $0.00 | 0 | I | Upfront Growth GP II, LLC (2) |
Class A Common Stock | 11/9/2021 | | J(11) | | 266133 | A | $0.00 | 266133 | I | Upfront GP IV, L.P. (2) |
Class A Common Stock | 11/9/2021 | | J(12) | | 266133 | D | $0.00 | 0 | I | Upfront GP IV, L.P. (2) |
Class A Common Stock | 11/9/2021 | | J(13) | | 626 | A | $0.00 | 626 | I | Upfront IV Ancillary GP, LLC (2) |
Class A Common Stock | 11/9/2021 | | J(14) | | 626 | D | $0.00 | 0 | I | Upfront IV Ancillary GP, LLC (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B Common Stock | (15) | 11/9/2021 | | C (1) | | | 371973 | (15) | (15) | Class A Common Stock | 371973 | $0.00 | 1170754 | I | By Upfront Growth I, L.P. (2) |
Class B Common Stock | (15) | 11/9/2021 | | C (1) | | | 557960 | (15) | (15) | Class A Common Stock | 557960 | $0.00 | 1756131 | I | By Upfront Growth II, L.P. (2) |
Class B Common Stock | (15) | 11/9/2021 | | C (1) | | | 1201169 | (15) | (15) | Class A Common Stock | 1201169 | $0.00 | 3780579 | I | By Upfront IV L.P. (2) |
Class B Common Stock | (15) | 11/9/2021 | | C (1) | | | 68898 | (15) | (15) | Class A Common Stock | 68898 | $0.00 | 216851 | I | By Upfront IV Ancillary, L.P. (2) |
Explanation of Responses: |
(1) | Each share of Class B Common Stock was converted into one share of Class A Common Stock at the option of the holder in connection with the distributions described herein. |
(2) | Upfront Growth GP I, LLC is the general partner of Upfront Growth I, L.P. ("Upfront Growth I"). Upfront Growth GP II, LLC is the general partner of Upfront Growth II, L.P. ("Upfront Growth II"). Upfront GP IV, L.P. is the general partner of Upfront IV, L.P. ("Upfront IV"). Upfront IV Ancillary GP, LLC is the general partner of Upfront IV Ancillary, L.P. ("Upfront IV Ancillary," and together with Upfront Growth I, Upfront Growth II and Upfront IV, the "Upfront Entities"). The Upfront Entities are managed by Upfront Ventures Management, LLC, which is controlled by Mark Suster and Yves Sisteron. Each of the Upfront Entities, their respective general partners, Upfront Ventures Management, LLC and Messrs. Suster and Sisteron disclaims beneficial ownership of the shares reported herein except to the extent of his or its respective pecuniary interest therein. |
(3) | Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Upfront Growth I to its general partner and limited partners without additional consideration. |
(4) | Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Upfront Growth II to its general partner and limited partners without additional consideration. |
(5) | Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Upfront IV to its general partner and limited partners without additional consideration. |
(6) | Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Upfront IV Ancillary to its general partner and limited partners without additional consideration. |
(7) | Represents receipt of shares in the distribution in kind described in footnote (3). |
(8) | Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Upfront Growth GP I, LLC to its members without consideration. |
(9) | Represents receipt of shares in the distribution in kind described in footnote (4). |
(10) | Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Upfront Growth GP II, LLC to its members without consideration. |
(11) | Represents receipt of shares in the distribution in kind described in footnote (5). |
(12) | Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Upfront GP IV, L.P. to its general partner and limited partners without consideration. |
(13) | Represents receipt of shares in the distribution in kind described in footnote (6). |
(14) | Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Upfront IV Ancillary GP, LLC to its members without consideration. |
(15) | 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. |
Remarks: 2 of 2: The number of joint filers exceeds the EDGAR maximum of 10 joint filers per Form. This Form 4 is being filed in conjunction with a Form 4 being filed by Upfront GP IV, L.P. and other filing persons. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Upfront Ventures Management, LLC 1314 7TH STREET, SUITE 600 SANTA MONICA, CA 90401 |
| X |
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Suster Mark C/O UPFRONT VENTURES 1314 7TH STREET, SUITE 600 SANTA MONICA, CA 90401 |
| X |
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Sisteron Yves C/O UPFRONT VENTURES 1314 7TH STREET, SUITE 600 SANTA MONICA, CA 90401 |
| X |
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Signatures
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Upfront Ventures Management, LLC, By: /s/ Dana Kibler, Chief Financial Officer | | 11/12/2021 |
**Signature of Reporting Person | Date |
/s/ Mark Suster | | 11/12/2021 |
**Signature of Reporting Person | Date |
/s/ Yves Sisteron | | 11/12/2021 |
**Signature of Reporting Person | Date |
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