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  4. [Form 4] ThredUp Inc. Insider Trading Activity

ThredUp CEO converts 200,000 Class B; sells 379,826 Class A

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

ThredUp (TDUP) insider activity: CEO and director James Reinhart reported transactions on 11/07/2025. A trust converted 200,000 shares of Class B Common Stock into Class A at $0 and then sold 200,000 shares of Common Stock at a weighted average price of $7.9492, with individual trades ranging from $7.88 to $8.095.

Separately, Reinhart sold 379,826 shares of Class A Common Stock at a weighted average price of $7.932, with trades ranging from $7.78 to $8.10. Following these sales, direct ownership stood at 573,851 shares. Certain shares are held indirectly via family trusts as disclosed.

Positive

  • None.

Negative

  • None.
Insider Reinhart James G.
Role Chief Executive Officer
Sold 579,826 shs ($4.60M)
Type Security Shares Price Value
Conversion Class B Common Stock 200,000 $0.00 --
Conversion Common Stock 200,000 $0.00 --
Sale Common Stock 200,000 $7.9492 $1.59M
Sale Class A Common Stock 379,826 $7.932 $3.01M
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 2,383,795 shares (Indirect, By Trust); Common Stock — 200,000 shares (Indirect, By Trust); Class A Common Stock — 573,851 shares (Direct); Class B Common Stock — 446,117 shares (Direct)
Footnotes (1)
  1. 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. Shares held of record by James Reinhart and Michele Reinhart as Trustees of the Costanoa Family Trust dated July 22 2015 as amended (the "2015 Costanoa Trust"). The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $7.88 to $8.095 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $7.78 to $8.10 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. Shares held of record by James Reinhart and Michele Reinhart as Trustees of The Costanoa 2017 Irrevocable GST Trust (the "2017 Costanoa GST Trust").
Form 4 Insider Transactions: What Each Field Means →
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*
Reinhart James G.
(Last) (First) (Middle)
C/O THREDUP INC.
969 BROADWAY, SUITE 200
(Street)
OAKLAND CA 94607
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ThredUp Inc. [ TDUP ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/07/2025
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 11/07/2025 C(1) 200,000 A $0 200,000 I By Trust(2)
Common Stock 11/07/2025 S 200,000 D $7.9492(3) 0 I By Trust(2)
Class A Common Stock 11/07/2025 S 379,826 D $7.932(4) 573,851 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
Class B Common Stock (1) 11/07/2025 C(1) 200,000 (1) (1) Class A Common Stock 200,000 $0 2,383,795 I By Trust(2)
Class B Common Stock (1) (1) (1) Class A Common Stock 444,629 444,629 I By Trust(5)
Class B Common Stock (1) (1) (1) Class A Common Stock 446,117 446,117 D
Explanation of Responses:
1. 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.
2. Shares held of record by James Reinhart and Michele Reinhart as Trustees of the Costanoa Family Trust dated July 22 2015 as amended (the "2015 Costanoa Trust").
3. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $7.88 to $8.095 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
4. The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $7.78 to $8.10 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. Shares held of record by James Reinhart and Michele Reinhart as Trustees of The Costanoa 2017 Irrevocable GST Trust (the "2017 Costanoa GST Trust").
Remarks:
/s/ Alon Rotem, Attorney-in-Fact 11/07/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did TDUP’s CEO report on Form 4?

On 11/07/2025, James Reinhart reported a conversion of 200,000 Class B shares into Class A at $0, a trust sale of 200,000 shares at $7.9492, and a direct sale of 379,826 shares at $7.932.

What prices were the TDUP shares sold at?

The trust sale had a weighted average of $7.9492 (range $7.88–$8.095). The direct sale had a weighted average of $7.932 (range $7.78–$8.10).

How many TDUP shares did the CEO hold directly after the transactions?

Direct ownership was 573,851 shares after the reported transactions.

Were any derivative securities involved in the TDUP insider filing?

Yes. 200,000 Class B Common Stock were converted into Class A Common Stock at an exercise price of $0.

Were the TDUP sales made under a Rule 10b5-1 plan?

The excerpt includes the 10b5-1 checkbox language but does not indicate it was selected.

Who held some of the TDUP shares indirectly?

Shares were held by the 2015 Costanoa Trust and the 2017 Costanoa GST Trust, with James and Michele Reinhart as trustees, as disclosed.