ThredUp (NYSE: TDUP) CEO receives 627,793 restricted stock units in equity grant

Rhea-AI Filing Summary

ThredUp Inc. reported an equity award to its Chief Executive Officer, James G. Reinhart. On January 28, 2026, he received 627,793 restricted stock units (RSUs), each representing a contingent right to one share of ThredUp’s Class A common stock at a price of $0 per unit.

The RSUs vest in twelve equal quarterly installments on June 1, September 1, December 1 and March 1, conditioned on his continued service with the company. Following this grant, he beneficially owns 2,187,809 derivative securities related to ThredUp’s Class A common stock, held directly.

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

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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).

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)
01/28/2026

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

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
Restricted Stock Units	(1)	01/28/2026		A		627,793		(2)	(2)	Class A Common Stock	627,793	$0	2,187,809	D

Explanation of Responses:

1. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. The RSUs vest 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-Fact	01/30/2026
	** 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.

FAQ

What insider transaction did ThredUp (TDUP) report for its CEO?

ThredUp reported that CEO James G. Reinhart received 627,793 restricted stock units on January 28, 2026. Each RSU represents a contingent right to one share of Class A common stock, forming part of his equity-based compensation.

How many ThredUp (TDUP) RSUs were granted to the CEO and at what price?

The CEO received 627,793 restricted stock units at a transaction price of $0 per unit. These RSUs convert into an equal number of ThredUp Class A shares upon vesting, subject to his continued service with the company.

What is the vesting schedule for the ThredUp (TDUP) CEO’s new RSUs?

The RSUs vest in twelve equal quarterly installments on June 1, September 1, December 1 and March 1. Vesting continues until fully vested, provided the CEO remains in service with ThredUp on each vesting date.

How many ThredUp (TDUP) derivative securities does the CEO own after this grant?

After the January 28, 2026 grant, the CEO beneficially owns 2,187,809 derivative securities tied to ThredUp’s Class A common stock. This figure includes the newly granted 627,793 restricted stock units held in direct ownership.

What does each ThredUp (TDUP) RSU granted to the CEO represent?

Each restricted stock unit represents a contingent right to receive one share of ThredUp’s Class A common stock. The shares are delivered as the RSUs vest over time, conditioned on the CEO’s continued service to the company.

Is the ThredUp (TDUP) CEO’s RSU grant a derivative security transaction?

Yes. The filing classifies the award as a derivative security transaction involving restricted stock units. These units are priced at $0 and convert into Class A common stock as they vest under the defined quarterly schedule.