ThredUp (TDUP) director takes 3,488 RSUs instead of cash retainer

Rhea-AI Filing Summary

Friedman Ian reported acquisition or exercise transactions in this Form 4 filing.

ThredUp Inc. director Ian Friedman received a grant of 3,488 fully vested restricted stock units under the company’s 2021 Stock Option and Incentive Plan. Each RSU represents one share of Class A Common Stock and was taken in lieu of his annual cash retainer, which is paid quarterly. Following this equity grant, Friedman directly holds 417,071 shares of ThredUp Class A Common Stock. This is a compensation-related award rather than an open-market share purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Friedman Ian

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	3,488	$0.00	--

Holdings After Transaction: Class A Common Stock — 417,071 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 3,488 shares Grant price: $0.00 per share Shares held after: 417,071 shares

3 metrics

RSUs granted 3,488 shares Fully vested RSUs granted as director retainer election

Grant price $0.00 per share Reported transaction price for RSU grant

Shares held after 417,071 shares Director’s direct Class A Common Stock holding after grant

Key Terms

restricted stock units, Rule 16b-3, 2021 Stock Option and Incentive Plan

3 terms

restricted stock units financial

"Grant of fully vested restricted stock units ('RSUs') under the Issuer's 2021 Stock Option and Incentive Plan"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Rule 16b-3 regulatory

"in a transaction exempt under Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

2021 Stock Option and Incentive Plan financial

"under the Issuer's 2021 Stock Option and Incentive Plan"

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^*

Friedman Ian

(Last) (First) (Middle)

C/O THREDUP INC.

969 BROADWAY, SUITE 200

(Street)

OAKLAND CALIFORNIA 94607

(City) (State) (Zip)

UNITED STATES

(Country)

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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/22/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	04/22/2026		A		3,488(1)	A	$0	417,071	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. Grant of fully vested restricted stock units ('RSUs') under the Issuer's 2021 Stock Option and Incentive Plan in a transaction exempt under Rule 16b-3. Each unit represents a right to receive one share of the Issuer's Class A Common Stock. The Reporting Person elected to receive RSUs in lieu of his annual cash retainer, which retainer is paid in quarterly installments.

Remarks:

	/s/ Alon Rotem, Attorney-in-Fact	04/24/2026
	** 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)

FAQ

What insider transaction did ThredUp (TDUP) director Ian Friedman report?

Ian Friedman reported receiving 3,488 fully vested restricted stock units as director compensation. Each unit equals one share of ThredUp Class A Common Stock, granted under the 2021 Stock Option and Incentive Plan in a transaction exempt under Rule 16b-3.

How many ThredUp (TDUP) shares does Ian Friedman hold after this RSU grant?

After the grant, Ian Friedman directly holds 417,071 shares of ThredUp Class A Common Stock. This total reflects his position following receipt of 3,488 fully vested RSUs elected instead of his annual director cash retainer.

What type of award did ThredUp (TDUP) grant to Ian Friedman?

ThredUp granted Ian Friedman fully vested restricted stock units, or RSUs, under its 2021 Stock Option and Incentive Plan. Each RSU entitles him to receive one share of Class A Common Stock as part of his director compensation package.

Did Ian Friedman pay cash for the ThredUp (TDUP) shares received?

No, the 3,488 RSUs were granted at a reported price of $0.00 per share. Friedman elected to receive RSUs instead of his annual cash retainer, which is normally paid in quarterly installments for his board service.

Is the ThredUp (TDUP) RSU grant to Ian Friedman an open-market purchase?

No, the RSU grant is a compensation award, not an open-market purchase. It was issued under ThredUp’s 2021 Stock Option and Incentive Plan, in a transaction exempt under Rule 16b-3, with Friedman choosing stock units instead of cash fees.