[Form 4] TheRealReal, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Karen Katz, a director of TheRealReal, Inc. (REAL), was granted 1,528 deferred restricted stock units (DRSUs) on 09/30/2025 that are fully vested and will be settled in shares upon separation or an elected date. Each DRSU equals one share of common stock and the reported transaction shows 1,528 shares issued at $0, bringing the reporting person’s beneficial ownership to 235,260 shares. The grant was made under TheRealReal, Inc. 2019 Equity Incentive Plan and the DRSUs are deferred rather than immediately issued as shares.

The filing is a routine director equity grant disclosure under Section 16 and does not include derivative transactions or cash-paid purchases. The form indicates one reporting person and is signed on behalf of the reporting person on 10/01/2025.

Positive

• 1,528 DRSUs granted and fully vested, demonstrating a completed equity award under the company plan
• Beneficial ownership increased to 235,260 shares for the reporting person, as explicitly stated in the filing

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine, fully vested director equity grant increases reported holdings; limited near-term market impact.

The Form 4 discloses a non-cash grant of 1,528 DRSUs that are fully vested and deferred for settlement. From a financial viewpoint, this is an equity compensation event rather than a purchase or sale, and it increases disclosed beneficial ownership to 235,260 shares. Because the DRSUs are deferred and settled upon separation or elected date, there is limited immediate effect on share float or insider cash position. This is a standard governance-driven compensation disclosure under the 2019 Equity Incentive Plan.

Corporate Governance Expert

TL;DR: Standard director compensation disclosed; aligns director incentives through deferred equity without immediate share issuance.

The report explicitly states the DRSUs were granted under the company’s 2019 Equity Incentive Plan and are fully vested but deferred. From a governance perspective, deferred restricted stock units for non-employee directors are common to align long-term interests while retaining retention mechanics. The filing provides clear mechanics for settlement timing but does not indicate any accelerated vesting triggers or derivative instruments.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

KATZ KAREN

(Last) (First) (Middle)

C/O THEREALREAL, INC.

55 FRANCISCO STREET SUITE 400

(Street)

SAN FRANCISCO CA 94133

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TheRealReal, Inc. [ REAL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	09/30/2025		A		1,528(2)	A	$0	235,260	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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

Explanation of Responses:

1. Represents shares of TheRealReal, Inc. common stock that will be issued to the Reporting Person upon settlement of deferred restricted stock units (DRSUs). Each DRSU is the economic equivalent of one share of TheRealReal, Inc. common stock.

2. The DRSUs were granted to the Reporting Person on September 30,2025 pursuant to TheRealReal Inc. 2019 Equity Incentive Plan and are fully vested. The DRSUs are deferred and generally will be settled upon the Reporting Persons separation from service as a Non-Employee Director of the TheRealReal Inc. or a date elected by the Reporting Person.

Remarks:

	By: Todd Suko For: Karen Katz	10/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Karen Katz report on Form 4 for REAL?

The Form 4 reports a grant of 1,528 deferred restricted stock units (DRSUs) on 09/30/2025 that are fully vested and deferred for settlement.

How many shares will Karen Katz beneficially own after the reported transaction?

The filing shows 235,260 shares beneficially owned following the reported transaction.

Were any shares purchased for cash in this transaction?

No cash purchase occurred; the DRSUs were issued at a reported price of $0 and are deferred for settlement.

Under what plan were the DRSUs granted?

The DRSUs were granted pursuant to TheRealReal, Inc. 2019 Equity Incentive Plan.

When will the DRSUs be settled into actual shares?

The filing states they are deferred and generally will be settled upon the reporting person’s separation from service as a Non-Employee Director or a date elected by the reporting person.