0001628280-21-006425.txt : 20210401 0001628280-21-006425.hdr.sgml : 20210401 20210401183046 ACCESSION NUMBER: 0001628280-21-006425 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210330 FILED AS OF DATE: 20210401 DATE AS OF CHANGE: 20210401 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NOVA DANIEL J CENTRAL INDEX KEY: 0001027730 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40249 FILM NUMBER: 21799819 MAIL ADDRESS: STREET 1: C/O HIGHLAND CAPITAL PARTNERS INC STREET 2: TWO INTERNATIONAL PLACE CITY: BOSTON STATE: MA ZIP: 02110 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ThredUp Inc. CENTRAL INDEX KEY: 0001484778 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 264009181 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 969 BROADWAY STREET 2: SUITE 200 CITY: OAKLAND STATE: CA ZIP: 94607 BUSINESS PHONE: 415-402-5202 MAIL ADDRESS: STREET 1: 969 BROADWAY STREET 2: SUITE 200 CITY: OAKLAND STATE: CA ZIP: 94607 FORMER COMPANY: FORMER CONFORMED NAME: thredUP DATE OF NAME CHANGE: 20100222 4 1 wf-form4_161731619413745.xml FORM 4 X0306 4 2021-03-30 0 0001484778 ThredUp Inc. TDUP 0001027730 NOVA DANIEL J C/O THREDUP, INC. 969 BROADWAY, SUITE 200 OAKLAND CA 94607 1 0 1 0 Common Stock 2021-03-30 4 J 0 51382 D 0 I See Footnote Common Stock 2021-03-30 4 J 0 796 D 0 I See Footnote Common Stock 2021-03-30 4 J 0 18632 D 0 I See Footnote Series A Preferred Stock 2021-03-30 4 C 0 241861 0 D Common Stock 241861.0 0 I See Footnote Series A Preferred Stock 2021-03-30 4 C 0 3750 0 D Common Stock 3750.0 0 I See Footnote Series A Preferred Stock 2021-03-30 4 C 0 87703 0 D Common Stock 87703.0 0 I See Footnote Series A-1 Preferred Stock 2021-03-30 4 C 0 158457 0 D Common Stock 158457.0 0 I See Footnote Series A-1 Preferred Stock 2021-03-30 4 C 0 2457 0 D Common Stock 2457.0 0 I See Footnote Series A-1 Preferred Stock 2021-03-30 4 C 0 57460 0 D Common Stock 57460.0 0 I See Footnote Series C Preferred Stock 2021-03-30 4 C 0 2944984 0 D Common Stock 2944984.0 0 I See Footnote Series C Preferred Stock 2021-03-30 4 C 0 45659 0 D Common Stock 45659.0 0 I See Footnote Series C Preferred Stock 2021-03-30 4 C 0 1067906 0 D Common Stock 1067906.0 0 I See Footnote Series D Preferred Stock 2021-03-30 4 C 0 798840 0 D Common Stock 798840.0 0 I See Footnote Series D Preferred Stock 2021-03-30 4 C 0 12385 0 D Common Stock 12385.0 0 I See Footnote Series D Preferred Stock 2021-03-30 4 C 0 289674 0 D Common Stock 289674.0 0 I See Footnote Series E Preferred Stock 2021-03-30 4 C 0 504961 0 D Common Stock 504961.0 0 I See Footnote Series E Preferred Stock 2021-03-30 4 C 0 7829 0 D Common Stock 7829.0 0 I See Footnote Series E Preferred Stock 2021-03-30 4 C 0 183108 0 D Common Stock 183108.0 0 I See Footnote Series E-1 Preferred Stock 2021-03-30 4 C 0 263785 0 D Common Stock 263785.0 0 I See Footnote Series E-1 Preferred Stock 2021-03-30 4 C 0 4090 0 D Common Stock 4090.0 0 I See Footnote Series E-1 Preferred Stock 2021-03-30 4 C 0 95654 0 D Common Stock 95654.0 0 I See Footnote Series F Preferred Stock 2021-03-30 4 C 0 61664 0 D Common Stock 61664.0 0 I See Footnote Series F Preferred Stock 2021-03-30 4 C 0 956 0 D Common Stock 956.0 0 I See Footnote Series F Preferred Stock 2021-03-30 4 C 0 22360 0 D Common Stock 22360.0 0 I See Footnote Class B Common Stock 2021-03-30 4 J 0 5025934 0 A Class A Common Stock 5025934.0 5025934 I See Footnote Class B Common Stock 2021-03-30 4 J 0 77922 0 A Class A Common Stock 77922.0 77922 I See Footnote Class B Common Stock 2021-03-30 4 J 0 1822497 0 A Class A Common Stock 1822497.0 1822497 I See Footnote Class B Common Stock 2021-03-30 4 J 0 2292940 0 A Class A Common Stock 2292940.0 2292940 I See Footnote Class B Common Stock 2021-03-30 4 J 0 555624 0 A Class A Common Stock 555624.0 555624 I See Footnote Class B Common Stock 2021-03-30 4 J 0 809163 0 A Class A Common Stock 809163.0 809163 I See Footnote Class B Common Stock 2021-03-30 4 J 0 71850 0 A Class A Common Stock 71850.0 71850 I See Footnote Immediately prior to the closing 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 was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. 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. These shares are held of record by Highland Capital Partners VIII Limited Partnership ("Highland Capital VIII"). Highland Management Partners VIII Limited ("HMP VIII Ltd") is the general partner of Highland Management Partners VIII Limited Partnership ("HMP VIII LP") which is the general partner of Highland Capital VIII. Robert J. Davis, Paul A. Maeder, Corey M. Mulloy and the Reporting Person, a member of the Issuer's board of directors (collectively, the "HMP VIII Ltd Directors"), are the directors of HMP VIII Ltd. Each of HMP VIII LP, HMP VIII Ltd and the HMP VIII Ltd Directors may be deemed to share voting, investment and dispositive power over the shares held by Highland Capital VIII and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VIII Ltd, HMP VIII LP and the HMP VIII Ltd Directors disclaims beneficial ownership over the shares held by Highland Capital VIII to the extent of their respective pecuniary interests therein, if any. These shares are held of record by Highland Capital Partners VIII-B Limited Partnership ("Highland Capital VIII-B"). HMP VIII Ltd is the general partner of HMP VIII LP which is the general partner of Highland Capital VIII-B. The HMP VIII Ltd Directors are the directors of HMP VIII Ltd. Each of HMP VIII LP, HMP VIII Ltd and the HMP VIII Ltd Directors may be deemed to share voting, investment and dispositive power over the shares held by Highland Capital VIII-B and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VIII Ltd, HMP VIII LP and the HMP VIII Ltd Directors disclaims beneficial ownership over the shares held by Highland Capital VIII-B to the extent of their respective pecuniary interests therein, if any. These shares are held of record by Highland Capital Partners VIII-C Limited Partnership ("Highland Capital VIII-C"). HMP VIII Ltd is the general partner of HMP VIII LP which is the general partner of Highland Capital VIII-C. The HMP VIII Ltd Directors are the directors of HMP VIII Ltd. Each of HMP VIII LP, HMP VIII Ltd and the HMP VIII Ltd Directors may be deemed to share voting, investment and dispositive power over the shares held by Highland Capital VIII-C and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VIII Ltd, HMP VIII LP and the HMP VIII Ltd Directors disclaims beneficial ownership over the shares held by Highland Capital VIII-C to the extent of their respective pecuniary interests therein, if any. Immediately prior to the closing of the Issuer's initial public offering, each share of Series A Preferred Stock, Series A-1 Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series E-1 Preferred Stock and Series F Preferred Stock (collectively, the "Preferred Stock") automatically converted into one share of the Issuer's Common Stock, par value $0.0001 per share, on a one-for-one basis. The Preferred Stock had no expiration date. These shares are held of record by Highland Capital Partners VII Limited Partnership ("Highland Capital VII"). Highland Management Partners VII, LLC ("HMP VII LLC") is the general partner of Highland Management Partners VII Limited Partnership ("HMP VII LP") which is the general partner of Highland Capital VII. Robert J. Davis, Paul A. Maeder, Corey M. Mulloy and the Reporting Person, a member of the Issuer's board of directors (collectively, the "Managing Members"), are the managing members of HMP VII LLC. Each of HMP VII LP, HMP VII LLC and the Managing Members may be deemed to share voting, investment and dispositive power over the shares held by Highland Capital VII and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VII LLC, HMP VII LP and the Managing Members disclaims beneficial ownership over the shares held by Highland Capital VII to the extent of their respective pecuniary interests therein, if any. These shares are held of record by Highland Capital Partners VII-B Limited Partnership ("Highland Capital VII-B"). HMP VII LLC is the general partner of HMP VII LP which is the general partner of Highland Capital VII-B. The Managing Members are the managing members of HMP VII LLC. Each of HMP VII LP, HMP VII LLC and the Managing Members may be deemed to share voting, investment and dispositive power over the shares held by Highland Capital VII-B and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VII LLC, HMP VII LP and the Managing Members disclaims beneficial ownership over the shares held by Highland Capital VII-B to the extent of their respective pecuniary interests therein, if any. These shares are held of record by Highland Capital Partners VII-C Limited Partnership ("Highland Capital VII-C"). HMP VII LLC is the general partner of HMP VII LP which is the general partner of Highland Capital VII-C. The Managing Members are the managing members of HMP VII LLC. Each of HMP VII LP, HMP VII LLC and the Managing Members may be deemed to share voting, investment and dispositive power over the shares held by Highland Capital VII-C and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VII LLC, HMP VII LP and the Managing Members disclaims beneficial ownership over the shares held by Highland Capital VII-C to the extent of their respective pecuniary interests therein, if any. These shares are held of record by Highland Entrepreneurs Fund VII Limited Partnership ("Highland Entrepreneurs Fund"). HMP VII LLC is the general partner of HMP VII LP which is the general partner of Highland Entrepreneurs Fund. The Managing Members are the managing members of HMP VII LLC. Each of HMP VII LP, HMP VII LLC and the Managing Members may be deemed to share voting, investment and dispositive power over the shares held by Highland Entrepreneurs Fund and as a result may be deemed to have beneficial ownership over such shares. Each of HMP VII LLC, HMP VII LP and the Managing Members disclaims beneficial ownership over the shares held by Highland Entrepreneurs Fund to the extent of their respective pecuniary interests therein, if any. Due to SEC restrictions on the number of rows allowed in Table II, this is Form 2 of 2. /s/ Alon Rotem, Attorney-in-Fact 2021-04-01