Were the TheRealReal (REAL) CFO’s share sales discretionary or tax-related?

According to a footnote, the reported shares were automatically sold by The RealReal, Inc. to satisfy withholding taxes due on an equity award vesting. This indicates the activity is primarily tax-related rather than discretionary portfolio selling by the executive.

Does the TheRealReal (REAL) CFO still hold a significant share position after these sales?

The Form 4 tables list over one million common shares as directly owned after the reported transactions. This suggests the 35,023 shares sold for tax withholding represent a relatively small portion of his overall direct equity stake in the company.

TheRealReal (REAL) CFO logs tax-related sale of 35,023 shares

Filing Impact

(High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

TheRealReal, Inc. Chief Financial Officer Ajay Madan Gopal reported three open‑market sale entries of common stock on May 21, 2026, totaling 35,023 shares at $9.25 per share. A footnote states these shares were automatically sold by the company to cover withholding taxes due on the vesting of an equity award. Another footnote notes that his holdings include 994 shares acquired on May 14, 2026 through the company’s Employee Stock Purchase Plan, indicating the transactions are largely tax- and compensation-related rather than discretionary selling.

Insider Trade Summary

Net Seller: 35,023 shares ($323,963)

Net Sell 3 txns

Insider Madan Gopal Ajay

Role Chief Financial Officer

Sold 35,023 shs ($324K)

Type	Security	Shares	Price	Value
Sale	Common Stock	22,678	$9.25	$210K
Sale	Common Stock	7,758	$9.25	$72K
Sale	Common Stock	4,587	$9.25	$42K

Holdings After Transaction: Common Stock — 1,157,623 shares (Direct, null)

Footnotes (1)

Represents shares of common stock automatically sold by The RealReal, Inc. to satisfy withholding taxes payable in connection with the vesting of an equity award. Includes 994 shares acquired on May 14,2026 through the company's Employee Stock Purchase Plan (ESPP).

Key Figures

Total shares sold: 35,023 shares Sale price: $9.25/share First sale block: 4,587 shares +3 more

6 metrics

Total shares sold 35,023 shares Net open‑market sale entries on May 21, 2026

Sale price $9.25/share Price per share for each reported sale transaction

First sale block 4,587 shares Common stock sold in one transaction on May 21, 2026

Second sale block 7,758 shares Common stock sold in a second transaction on May 21, 2026

Third sale block 22,678 shares Common stock sold in a third transaction on May 21, 2026

ESPP acquisition 994 shares Shares acquired on May 14, 2026 under Employee Stock Purchase Plan

Key Terms

withholding taxes, equity award, Employee Stock Purchase Plan (ESPP), open-market sale, +1 more

5 terms

withholding taxes financial

"shares of common stock automatically sold by The RealReal, Inc. to satisfy withholding taxes payable"

Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.

equity award financial

"withholding taxes payable in connection with the vesting of an equity award"

An equity award is a form of pay where a company gives employees, executives or other stakeholders the right to own or buy company shares—either immediately or after meeting certain conditions. Think of it like receiving slices of the company pie now or coupons to claim slices later; it matters to investors because it affects ownership dilution, executive incentives and reported compensation costs, and signals how management is being rewarded and retained.

Employee Stock Purchase Plan (ESPP) financial

"Includes 994 shares acquired on May 14,2026 through the company's Employee Stock Purchase Plan (ESPP)."

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

05/22/2026 - 04:45 PM

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
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Madan Gopal Ajay

(Last)

(First)

(Middle)

C/O THEREALREAL, INC.

55 FRANCISCO STREET SUITE 400

(Street)

SAN FRANCISCO

CALIFORNIA

94133

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/21/2026		S⁽¹⁾		22,678	D	$9.25	1,157,623⁽²⁾	D
Common Stock	05/21/2026		S⁽¹⁾		7,758	D	$9.25	1,150,859	D
Common Stock	05/21/2026		S⁽¹⁾		4,587	D	$9.25	1,145,278	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares of common stock automatically sold by The RealReal, Inc. to satisfy withholding taxes payable in connection with the vesting of an equity award.

2. Includes 994 shares acquired on May 14,2026 through the company's Employee Stock Purchase Plan (ESPP).

Remarks:

	By: Todd Suko For: Ajay Madan Gopal	05/22/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did TheRealReal (REAL) CFO report in this Form 4 filing?

TheRealReal’s CFO Ajay Madan Gopal reported three sale transactions totaling 35,023 common shares at $9.25 each. A footnote explains the shares were automatically sold to cover withholding taxes tied to an equity award vesting.

How many TheRealReal (REAL) shares did the CFO sell and at what price?

The filing shows total sales of 35,023 TheRealReal common shares at a price of $9.25 per share. These entries occurred on May 21, 2026 and are described as open‑market sale transactions in the Form 4 data.

What does the Form 4 say about the CFO’s ESPP participation at TheRealReal (REAL)?

A footnote states the CFO’s holdings include 994 shares acquired on May 14, 2026 through TheRealReal’s Employee Stock Purchase Plan. This shows he is also accumulating stock through the company’s employee purchase program alongside the tax‑related share sales.