0001628280-21-005721.txt : 20210325
0001628280-21-005721.hdr.sgml : 20210325
20210325194026
ACCESSION NUMBER: 0001628280-21-005721
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: Upfront Growth II, L.P.
CENTRAL INDEX KEY: 0001852953
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774148
BUSINESS ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: 310-785-5100
MAIL ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Upfront IV Ancillary, L.P.
CENTRAL INDEX KEY: 0001686789
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774147
BUSINESS ADDRESS:
STREET 1: 1314 7TH STREET
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: (310) 785-5101
MAIL ADDRESS:
STREET 1: 1314 7TH STREET
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Upfront Ventures Management, LLC
CENTRAL INDEX KEY: 0001852894
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774150
BUSINESS ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: 310-785-5100
MAIL ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Upfront IV Ancillary GP, LLC
CENTRAL INDEX KEY: 0001852952
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774142
BUSINESS ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: 310-785-5100
MAIL ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Upfront IV, L.P.
CENTRAL INDEX KEY: 0001853198
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774146
BUSINESS ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: 310-785-5100
MAIL ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Upfront Growth GP II, LLC
CENTRAL INDEX KEY: 0001852954
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774144
BUSINESS ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: 310-785-5100
MAIL ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Upfront Growth I, L.P.
CENTRAL INDEX KEY: 0001852958
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774149
BUSINESS ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: 310-785-5100
MAIL ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Upfront Growth GP I, LLC
CENTRAL INDEX KEY: 0001852959
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774145
BUSINESS ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: 310-785-5100
MAIL ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Upfront GP IV, L.P.
CENTRAL INDEX KEY: 0001852962
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40249
FILM NUMBER: 21774143
BUSINESS ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
BUSINESS PHONE: 310-785-5100
MAIL ADDRESS:
STREET 1: 1314 7TH STREET, SUITE 600
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
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_161671559762149.xml
FORM 3
X0206
3
2021-03-25
0
0001484778
ThredUp Inc.
TDUP
0001852894
Upfront Ventures Management, LLC
1314 7TH STREET
SANTA MONICA
CA
90401
0
0
1
0
0001852958
Upfront Growth I, L.P.
1314 7TH STREET
SANTA MONICA
CA
90401
0
0
1
0
0001852953
Upfront Growth II, L.P.
1314 7TH STREET
SANTA MONICA
CA
90401
0
0
1
0
0001686789
Upfront IV Ancillary, L.P.
1314 7TH STREET
SANTA MONICA
CA
90401
0
0
1
0
0001853198
Upfront IV, L.P.
1314 7TH STREET
SANTA MONICA
CA
90401
0
0
1
0
0001852959
Upfront Growth GP I, LLC
1314 7TH STREET
SANTA MONICA
CA
90401
0
0
1
0
0001852954
Upfront Growth GP II, LLC
1314 7TH STREET
SANTA MONICA
CA
90401
0
0
1
0
0001852962
Upfront GP IV, L.P.
1314 7TH STREET
SANTA MONICA
CA
90401
0
0
1
0
0001852952
Upfront IV Ancillary GP, LLC
1314 7TH STREET
SANTA MONICA
CA
90401
0
0
1
0
Common Stock
11621
I
By Upfront Growth I, L.P.
Common Stock
17432
I
By Upfront Growth II, L.P.
Common Stock
317500
I
By Upfront IV Ancillary, L.P.
Common Stock
454198
I
By Upfront IV L.P.
Series D Preferred Stock
Common Stock
5081076.0
I
By Upfront IV L.P.
Series E Preferred Stock
Common Stock
1597929.0
I
By Upfront Growth I, L.P.
Series E-1 Preferred Stock
Common Stock
2396893.0
I
By Upfront Growth II, L.P.
Series F Preferred Stock
Common Stock
104591.0
I
By Upfront Growth I, L.P.
Series F Preferred Stock
Common Stock
156887.0
I
By Upfront Growth II, L.P.
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.
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 and their general partners 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.
Each share of 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.
1 of 2
Upfront Growth I, L.P., by Upfront Growth GP I, LLC, its general partner, by Upfront Ventures Management, LLC, its managing member, by /s/ Dana Kibler, Chief Financial Officer
2021-03-25
Upfront Growth II, L.P., by Upfront Growth GP II, LLC, its general partner, by Upfront Ventures Management, LLC, its managing member, by /s/ Dana Kibler, Chief Financial Officer
2021-03-25
Upfront IV Ancillary, L.P., by Upfront IV Ancillary GP, LLC, its general partner, by Upfront Ventures Management, LLC, its managing member, by /s/ Dana Kibler, Chief Financial Officer
2021-03-25
Upfront IV L.P., by Upfront GP IV, L.P., its general partner, by Upfront Ventures Management, Inc., its general partner, by Upfront Ventures Management, LLC, its sole stockholder, by /s/ Dana Kibler, Chief Financial Officer
2021-03-25
Upfront Growth GP I, LLC, by Upfront Ventures Management, LLC, its managing member, by /s/ Dana Kibler, Chief Financial Officer
2021-03-25
Upfront Growth GP II, LLC, by Upfront Ventures Management, LLC, its managing member, by /s/ Dana Kibler, Chief Financial Officer
2021-03-25
Upfront GP IV, L.P., by Upfront Ventures Management, Inc., its general partner, by Upfront Ventures Management, LLC, its sole stockholder, by /s/ Dana Kibler, Chief Financial Officer
2021-03-25
Upfront IV Ancillary GP, LLC, by Upfront Ventures Management, LLC, its managing member, by /s/ Dana Kibler, Chief Financial Officer
2021-03-25
Upfront Ventures Management, LLC, by /s/ Dana Kibler, Chief Financial Officer
2021-03-25