STOCK TITAN

ThredUp COO sells 60K shares for tax withholding

(Moderate)
(Negative)
Form Type
4

Rhea-AI Filing Summary

ThredUp Inc. (TDUP) reported that Chief Operating Officer Homer Christopher exercised and settled 122,495 Restricted Stock Units into an equal number of Class A common shares on September 1, 2026, and on September 2, 2026 sold 60,230 shares at $2.5812 per share to cover tax withholding obligations mandated by the company’s equity incentive plans. The filing states these sales were "sell to cover" transactions and not discretionary trades.

Positive

  • None.

Negative

  • None.
Insider Homer Christopher
Role Chief Operating Officer
Sold 60,230 shs ($155K)
Approx. gross sale proceeds $155K
Type Security Shares Price Value
Sale Class A Common Stock F1 26,632 $2.5812 $69K
Sale Class A Common Stock F1 19,463 $2.5812 $50K
Sale Class A Common Stock F1 14,135 $2.5812 $36K
Exercise Restricted Stock Units F2, F3 54,167 $0.00 $0.00
Exercise Restricted Stock Units F2, F4 39,583 $0.00 $0.00
Exercise Restricted Stock Units F2, F5 28,745 $0.00 $0.00
Exercise Class A Common Stock 54,167 $0.00 $0.00
Exercise Class A Common Stock 39,583 $0.00 $0.00
Exercise Class A Common Stock 28,745 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 510,790 contracts (Direct); Class A Common Stock — 1,398,088 shares (Direct)
Footnotes (5)
  1. F1. Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
  2. F2. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
  3. F3. On February 26, 2024, the Reporting Person was granted 650,000 RSUs, vesting in twelve equal quarterly installments on June 1, September 1, December 1 and March 1 until fully vested, subject to the Reporting Person's continued service to the Issuer on each such date.
  4. F4. On January 9, 2025, the Reporting Person was granted 475,000 RSUs, vesting in twelve equal quarterly installments on June 1, September 1, December 1 and March 1 until fully vested, subject to the Reporting Person's continued service to the Issuer on each such date.
  5. F5. On January 28, 2026, the Reporting Person was granted 344,941 RSUs, vesting in twelve equal quarterly installments on June 1, September 1, December 1 and March 1 until fully vested, subject to the Reporting Person's continued service to the Issuer on each such date.
Shares sold 60,230 shares Class A Common Stock sold on September 2, 2026 to cover tax withholding
Sale price per share $2.5812 per share Price for Class A Common Stock sales on September 2, 2026
RSUs converted 122,495 RSUs RSUs exercised and settled into Class A Common Stock on September 1, 2026
RSU grant size (Feb 26, 2024) 650,000 RSUs Grant to COO vesting in twelve equal quarterly installments
RSU grant size (Jan 9, 2025) 475,000 RSUs Grant to COO vesting in twelve equal quarterly installments
RSU grant size (Jan 28, 2026) 344,941 RSUs Grant to COO vesting in twelve equal quarterly installments
Restricted Stock Units financial
"Each RSU represents a contingent right to receive one share"
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.
sell to cover financial
"funded by a "sell to cover" transaction and does not represent"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
equity incentive plans financial
"mandated by the Issuer's election under its equity incentive plans"
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
contingent right financial
"Each RSU represents a contingent right to receive one share"

FAQ

What insider transactions did ThredUp (TDUP) report for its COO on September 1–2, 2026?

ThredUp reported that COO Homer Christopher settled 122,495 RSUs into Class A shares on September 1, 2026, and sold 60,230 shares on September 2, 2026 at $2.5812 per share in transactions designated to cover tax withholding obligations.

How many ThredUp (TDUP) shares did the COO sell, and at what price?

The COO sold an aggregate of 60,230 shares of ThredUp Class A Common Stock on September 2, 2026 at a price of $2.5812 per share, in three separate open market or private sale transactions linked to tax withholding obligations.

Were the ThredUp (TDUP) COO’s September 2, 2026 sales discretionary trades?

No. A footnote states the 60,230 shares were sold to cover tax withholding obligations in connection with RSU vesting, pursuant to ThredUp’s election under its equity incentive plans, and that the sales do not represent discretionary trades by the COO.

How many Restricted Stock Units did the ThredUp (TDUP) COO have vest into shares in this Form 4?

The COO had a total of 122,495 RSUs convert into Class A Common Stock, in three tranches of 54,167, 39,583, and 28,745 RSUs, each converting on September 1, 2026 on a one-for-one basis into shares.

What RSU grant sizes to the ThredUp (TDUP) COO are referenced in this Form 4?

Footnotes reference prior RSU grants to the COO of 650,000 RSUs on February 26, 2024, 475,000 RSUs on January 9, 2025, and 344,941 RSUs on January 28, 2026, each vesting in twelve equal quarterly installments, subject to continued service.

Does the Form 4 for ThredUp (TDUP) indicate use of a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not affirmed, and the footnotes describe the sales as sell to cover for tax withholding under equity plans, without identifying them as made pursuant to a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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*
Homer Christopher

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/01/2026M54,167A$01,389,990D
Class A Common Stock09/02/2026S(1)26,632D$2.58121,363,358D
Class A Common Stock09/01/2026M39,583A$01,402,941D
Class A Common Stock09/02/2026S(1)19,463D$2.58121,383,478D
Class A Common Stock09/01/2026M28,745A$01,412,223D
Class A Common Stock09/02/2026S(1)14,135D$2.58121,398,088D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(2)09/01/2026M54,167 (3) (3)Class A Common Stock54,167$0579,118D
Restricted Stock Units(2)09/01/2026M39,583 (4) (4)Class A Common Stock39,583$0539,535D
Restricted Stock Units(2)09/01/2026M28,745 (5) (5)Class A Common Stock28,745$0510,790D
Explanation of Responses:
1. Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
2. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
3. On February 26, 2024, the Reporting Person was granted 650,000 RSUs, vesting in twelve equal quarterly installments on June 1, September 1, December 1 and March 1 until fully vested, subject to the Reporting Person's continued service to the Issuer on each such date.
4. On January 9, 2025, the Reporting Person was granted 475,000 RSUs, vesting in twelve equal quarterly installments on June 1, September 1, December 1 and March 1 until fully vested, subject to the Reporting Person's continued service to the Issuer on each such date.
5. On January 28, 2026, the Reporting Person was granted 344,941 RSUs, vesting in twelve equal quarterly installments on June 1, September 1, December 1 and March 1 until fully vested, subject to the Reporting Person's continued service to the Issuer on each such date.
Remarks:
/s/ Alon Rotem, Attorney-in-Fact09/03/2026
** Signature of Reporting PersonDate
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)