Director at ThredUp (NASDAQ: TDUP) receives 37,265 RSU award

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Battles Kelly Bodnar reported acquisition or exercise transactions in this Form 4 filing.

ThredUp Inc. director Kelly Bodnar Battles received an equity award of 37,265 restricted stock units (RSUs), each representing one share of Class A Common Stock. The RSUs vest in full on the earlier of May 20, 2027 or the company’s next annual stockholder meeting, subject to her continued board service. Following this grant, she directly holds 76,687 shares of Class A Common Stock. Distribution of the vested RSUs has been deferred under Section 409A rules until certain separation, change-in-control, or death events.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Battles Kelly Bodnar

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	37,265	$0.00	--

Holdings After Transaction: Class A Common Stock — 76,687 shares (Direct, null)

Footnotes (1)

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Key Figures

RSUs granted: 37,265 RSUs Grant price: $0.00 per share Shares after transaction: 76,687 shares +2 more

5 metrics

RSUs granted 37,265 RSUs Grant to director on May 20, 2026

Grant price $0.00 per share Equity award, non-cash

Shares after transaction 76,687 shares Director’s direct Class A holdings post-grant

Vesting date May 20, 2027 Earlier of this date or next annual meeting

Deferral trigger 30 days after separation, Sale Event, or death Distribution timing under Section 409A election

Key Terms

RSUs, Sale Event, 2021 Stock Option and Incentive Plan, Section 409A

4 terms

RSUs financial

"These shares represent RSUs. Each RSU represents a contingent right to receive one share"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Sale Event financial

"a Sale Event (as defined in the Issuer's 2021 Stock Option and Incentive Plan)"

2021 Stock Option and Incentive Plan financial

"Sale Event (as defined in the Issuer's 2021 Stock Option and Incentive Plan)"

Section 409A financial

"within the meaning of Section 409A of the Internal Revenue Code of 1986"

Form 4 Insider Transactions: What Each Field Means →

05/21/2026 - 04:09 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^*

Battles Kelly Bodnar

(Last)

(First)

(Middle)

969 BROADWAY #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)
05/20/2026

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)
Class A Common Stock	05/20/2026		A⁽¹⁾		37,265	A	$0	76,687	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. These shares represent RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs vest in full on the earlier of (i) May 20, 2027 or (ii) the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continued service to the Issuer on such date. The Reporting Person elected to defer distribution until the earliest of (a) 30 days after the Reporting Person's separation from service on the Board within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended ("Section 409A"), (b) a Sale Event (as defined in the Issuer's 2021 Stock Option and Incentive Plan) that constitutes a change in control under Section 409A, or (c) 30 days after the Reporting Person's death.

Remarks:

	/s/ Alon Rotem, Attorney-in-Fact	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 ThredUp (TDUP) director Kelly Bodnar Battles report in this Form 4?

She reported an award of 37,265 restricted stock units, each tied to one share of ThredUp Class A Common Stock, as director compensation. This is a non-cash equity grant rather than an open-market stock purchase or sale.

How many RSUs did the ThredUp (TDUP) director receive and at what price?

Kelly Bodnar Battles received 37,265 RSUs at a stated price of $0.00 per unit, reflecting a grant of equity compensation. Each RSU represents a contingent right to receive one share of Class A Common Stock if vesting conditions are met.

When do the newly granted ThredUp (TDUP) RSUs vest for the director?

The RSUs vest in full on the earlier of May 20, 2027 or ThredUp’s next annual meeting of stockholders. Vesting is conditioned on Kelly Bodnar Battles continuing her service on the company’s board through that relevant date.

What are Kelly Bodnar Battles’ ThredUp (TDUP) holdings after this RSU grant?

After the reported grant, Kelly Bodnar Battles directly holds 76,687 shares of ThredUp Class A Common Stock. This figure reflects her position following the 37,265 RSU award disclosed in the Form 4 filing with the SEC.

Are the ThredUp (TDUP) RSUs paid out immediately upon vesting?

No. The director elected to defer share distribution until the earliest of 30 days after leaving the board, a qualifying Sale Event that is a change in control under Section 409A, or 30 days after her death.

Is this ThredUp (TDUP) Form 4 transaction a market buy or sell?

It is not a market buy or sell. The filing reports a grant of RSUs as compensation, classified as a “grant, award, or other acquisition,” with no cash price per share and no open-market trading involved.