0001628280-21-005705.txt : 20210325
0001628280-21-005705.hdr.sgml : 20210325
20210325193321
ACCESSION NUMBER: 0001628280-21-005705
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210325
FILED AS OF DATE: 20210325
DATE AS OF CHANGE: 20210325
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HIGHLAND CAPITAL PARTNERS VII-B L P
CENTRAL INDEX KEY: 0001343244
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774085
BUSINESS ADDRESS:
STREET 1: 92 HAYDEN AVE
CITY: LEXINGTON
STATE: MA
ZIP: 02421
BUSINESS PHONE: 781-861-5500
MAIL ADDRESS:
STREET 1: 92 HAYDEN AVE
CITY: LEXINGTON
STATE: MA
ZIP: 02421
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Highland Capital Partners VII-C LP
CENTRAL INDEX KEY: 0001343673
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774084
BUSINESS ADDRESS:
STREET 1: 92 HAYDEN AVE
CITY: LEXINGTON
STATE: MA
ZIP: 02421
MAIL ADDRESS:
STREET 1: 92 HAYDEN AVE
CITY: LEXINGTON
STATE: MA
ZIP: 02421
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Highland Capital Partners VII LP
CENTRAL INDEX KEY: 0001343678
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774086
BUSINESS ADDRESS:
STREET 1: 92 HAYDEN AVE
CITY: LEXINGTON
STATE: MA
ZIP: 02421
MAIL ADDRESS:
STREET 1: 92 HAYDEN AVE
CITY: LEXINGTON
STATE: MA
ZIP: 02421
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Highland Management Partners VIII Ltd
CENTRAL INDEX KEY: 0001554033
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774087
BUSINESS ADDRESS:
STREET 1: ONE BROADWAY, 16TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-401-4500
MAIL ADDRESS:
STREET 1: ONE BROADWAY, 16TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Highland Entrepreneurs Fund VII Limited Partnership
CENTRAL INDEX KEY: 0001357840
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774083
BUSINESS ADDRESS:
STREET 1: 92 HAYDEN AVENUE
CITY: LEXINGTON
STATE: MA
ZIP: 02421
BUSINESS PHONE: 781-861-5500
MAIL ADDRESS:
STREET 1: 92 HAYDEN AVENUE
CITY: LEXINGTON
STATE: MA
ZIP: 02421
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Highland Management Partners VII, LLC
CENTRAL INDEX KEY: 0001554026
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774081
BUSINESS ADDRESS:
STREET 1: ONE BROADWAY, 16TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-401-4500
MAIL ADDRESS:
STREET 1: ONE BROADWAY, 16TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Highland Management Partners VII Limited Partnership
CENTRAL INDEX KEY: 0001554027
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774082
BUSINESS ADDRESS:
STREET 1: ONE BROADWAY, 16TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
BUSINESS PHONE: 617-401-4500
MAIL ADDRESS:
STREET 1: ONE BROADWAY, 16TH FLOOR
CITY: CAMBRIDGE
STATE: MA
ZIP: 02142
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
3
1
wf-form3_161671517804316.xml
FORM 3
X0206
3
2021-03-25
0
0001484778
ThredUp Inc.
TDUP
0001554033
Highland Management Partners VIII Ltd
ONE BROADWAY
16TH FLOOR
CAMBRIDGE
MA
02142
0
0
1
0
0001343678
Highland Capital Partners VII LP
ONE BROADWAY
16TH FLOOR
CAMBRIDGE
MA
02142
0
0
1
0
0001343244
HIGHLAND CAPITAL PARTNERS VII-B L P
ONE BROADWAY
16TH FLOOR
CAMBRIDGE
MA
02142
0
0
1
0
0001343673
Highland Capital Partners VII-C LP
ONE BROADWAY
16TH FLOOR
CAMBRIDGE
MA
02142
0
0
1
0
0001357840
Highland Entrepreneurs Fund VII Limited Partnership
ONE BROADWAY
16TH FLOOR
CAMBRIDGE
MA
02142
0
0
1
0
0001554027
Highland Management Partners VII Limited Partnership
ONE BROADWAY
16TH FLOOR
CAMBRIDGE
MA
02142
0
0
1
0
0001554026
Highland Management Partners VII, LLC
ONE BROADWAY
16TH FLOOR
CAMBRIDGE
MA
02142
0
0
1
0
Common Stock
23441
I
See Footnote
Common Stock
5680
I
See Footnote
Common Stock
8272
I
See Footnote
Common Stock
735
I
See Footnote
Series A Preferred Stock
Common Stock
110343.0
I
See Footnote
Series A Preferred Stock
Common Stock
26738.0
I
See Footnote
Series A Preferred Stock
Common Stock
38939.0
I
See Footnote
Series A Preferred Stock
Common Stock
3458.0
I
See Footnote
Series A-1 Preferred Stock
Common Stock
72292.0
I
See Footnote
Series A-1 Preferred Stock
Common Stock
17518.0
I
See Footnote
Series A-1 Preferred Stock
Common Stock
25511.0
I
See Footnote
Series A-1 Preferred Stock
Common Stock
2265.0
I
See Footnote
Series C Preferred Stock
Common Stock
1343565.0
I
See Footnote
Series C Preferred Stock
Common Stock
325572.0
I
See Footnote
Series C Preferred Stock
Common Stock
474136.0
I
See Footnote
Series C Preferred Stock
Common Stock
42100.0
I
See Footnote
Series D Preferred Stock
Common Stock
364449.0
I
See Footnote
Series D Preferred Stock
Common Stock
88313.0
I
See Footnote
Series D Preferred Stock
Common Stock
128611.0
I
See Footnote
Series D Preferred Stock
Common Stock
11420.0
I
See Footnote
Series E Preferred Stock
Common Stock
230374.0
I
See Footnote
Series E Preferred Stock
Common Stock
55824.0
I
See Footnote
Series E Preferred Stock
Common Stock
81297.0
I
See Footnote
Series E Preferred Stock
Common Stock
7219.0
I
See Footnote
Series E-1 Preferred Stock
Common Stock
120344.0
I
See Footnote
Series E-1 Preferred Stock
Common Stock
29162.0
I
See Footnote
Series E-1 Preferred Stock
Common Stock
42469.0
I
See Footnote
Series E-1 Preferred Stock
Common Stock
3771.0
I
See Footnote
Series F Preferred Stock
Common Stock
28132.0
I
See Footnote
Series F Preferred Stock
Common Stock
6817.0
I
See Footnote
Series F Preferred Stock
Common Stock
9928.0
I
See Footnote
Series F Preferred Stock
Common Stock
882.0
I
See Footnote
Immediately prior to the completion 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 shall be reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Class B Common Stock is convertible into Class A Common Stock at any time at the option of the holder.
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 Daniel J. Nova, 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.
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") shall automatically convert into one share of the Issuer's Common Stock, par value $0.0001 per share, on a one-for-one basis, immediately prior to the closing of the Issuer's initial public offering. The shares of Preferred Stock have no expiration date.
Daniel J. Nova is a member of the Issuer's board of directors and files separate Section 16 reports.
Due to SEC restrictions on the number of reporting persons, this is Form 1 of 2.
By: /s/ Jessica Healey, Authorized Officer of Highland Management Partners VIII Limited
2021-03-25
By: /s/ Jessica Healey, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership
2021-03-25
By: /s/ Jessica Healey, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Capital Partners VII Limited Partnership
2021-03-25
By: /s/ Jessica Healey, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Capital Partners VII-B Limited Partnership
2021-03-25
By: /s/ Jessica Healey, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Capital Partners VII-C Limited Partnership
2021-03-25
By: /s/ Jessica Healey, Authorized Manager of Highland Management Partners VII, LLC, the general partner of Highland Management Partners VII Limited Partnership, the general partner of Highland Entrepreneurs' Fund VII Limited Partnership
2021-03-25
By: /s/ Jessica Healey, Authorized Manager of Highland Management Partners VII, LLC
2021-03-25