Sec Form 4 Filing - Trinity TVL X, LLC @ ThredUp Inc. - 2021-11-30

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Trinity TVL X, LLC 2. Issuer Name and Ticker or Trading Symbol ThredUp Inc. [ TDUP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 325 SHARON PARK DR., #458, 3. Date of Earliest Transaction (MM/DD/YY) 11/30/2021 (Street) MENLO PARK, CA94025 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 11/30/2021 C 475,391 A $ 0( 1 ) 475,391 I By Trinity Ventures X, L.P.( 2 ) Class A Common Stock 11/30/2021 C 4,707 A $ 0( 1 ) 4,707 I By Trinity X Entrepreneurs' Fund, L.P.( 2 ) Class A Common Stock 11/30/2021 C 2,627 A $ 0( 1 ) 2,627 I By Trinity X Side-By-Side Fund, L.P.( 2 ) Class A Common Stock 11/30/2021 J( 3 ) 475,391 D $ 0 0 I By Trinity Ventures X, L.P.( 2 ) Class A Common Stock 11/30/2021 J( 4 ) 4,707 D $ 0 0 I By Trinity X Entrepreneurs' Fund, L.P.( 2 ) Class A Common Stock 11/30/2021 J( 5 ) 2,627 D $ 0 0 I By Trinity X Side-By-Side Fund, L.P.( 2 ) Class A Common Stock 11/30/2021 J( 6 ) 4,754 A $ 0 4,754 I By Trinity TVL X, LLC( 2 ) Class A Common Stock 11/30/2021 J( 7 ) 4,754 D $ 0 0 I By Trinity TVL X, LLC( 2 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 ) 11/30/2021 C 475,391 ( 8 ) ( 8 ) Class A Common Stock 475,391 $ 0( 8 ) 9,032,424 I By Trinity Ventures X, L.P.( 2 ) Class B Common Stock ( 1 ) 11/30/2021 C 4,707 ( 8 ) ( 8 ) Class A Common Stock 4,707 $ 0( 8 ) 89,424 I By Trinity X Entrepreneurs' Fund, L.P.( 2 ) Class B Common Stock ( 1 ) 11/30/2021 C 2,627 ( 8 ) ( 8 ) Class A Common Stock 2,627 $ 0( 8 ) 49,918 I By Trinity X Side-By-Side Fund, L.P.( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Trinity TVL X, LLC 325 SHARON PARK DR., #458 MENLO PARK, CA94025 X TRINITY VENTURES X LP 325 SHARON PARK DR., #458 MENLO PARK, CA94025 X Trinity X Entrepreneurs' Fund, L.P. 325 SHARON PARK DR., #458 MENLO PARK, CA94025 X Trinity X Side-By-Side Fund, L.P. 325 SHARON PARK DR., #458 MENLO PARK, CA94025 X CHOPRA AJAY C/O TRINITY VENTURES 325 SHARON PARK DR., #458 MENLO PARK, CA94025 X Fenton Noel J C/O TRINITY VENTURES 325 SHARON PARK DR., #458 MENLO PARK, CA94025 X ORR LAWRENCE K C/O TRINITY VENTURES 325 SHARON PARK DR., #458 MENLO PARK, CA94025 X Signatures Trinity TVL X, LLC By /s/ Lyle McCulloch, SVP Finance 12/02/2013 Signature of Reporting Person Date Trinity Ventures X, L.P., By: Trinity TVL X, LLC, its General Partner, By /s/ Lyle McCulloch, SVP Finance 12/02/2021 Signature of Reporting Person Date Trinity X Entrepreneurs' Fund, L.P., By: Trinity TVL X, LLC, its General Partner, By /s/ Lyle McCulloch, SVP Finance 12/02/2021 Signature of Reporting Person Date Trinity X Side-By-Side Fund, L.P., By: Trinity TVL X, LLC, its General Pa rtner, By /s/ Lyle McCulloch, SVP Finance 12/02/2021 Signature of Reporting Person Date /s/ Ajay Chopra 12/02/2021 Signature of Reporting Person Date /s/ Noel J. Fenton 12/02/2021 Signature of Reporting Person Date /s/ Lawrence K. Orr 12/02/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Each share of Class B Common Stock was converted into one share of Class A Common Stock for no additional consideration. ( 2 )Trinity TVL X, LLC is the General Partner of Trinity Ventures X, L.P., Trinity X Entrepreneurs Fund, L.P. and Trinity X Side-By-Side Fund, L.P. (collectively, the Trinity Entities), and the Management Members of Trinity TVL X, LLC share voting and dispositive power over the shares held by each of the Trinity Entities. The Management Members of Trinity TVL X, LLC are Ajay Chopra, Noel Fenton, Patricia Nakache and Larry Orr. Each of Trinity TVL X, LLC, Mr. Chopra, Mr. Fenton, Ms. Labatt and Mr. Orr disclaims beneficial ownership of the shares reported herein except to the extent of his, her or its respective pecuniary interest therein. Ms. Nakache is a director of the Issuer and files separate Section 16 reports. ( 3 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Trinity Ventures X, L.P. to its general partner and limited partners without additional consideration. ( 4 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Trinity X Entrepreneurs' Fund, L.P. to its limited partners without additional consideration. ( 5 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Trinity X Side-By-Side Fund, L.P. to its limited partners without additional consideration. ( 6 )Represents receipt of shares in the distribution in kind described in footnote (3). ( 7 )Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by Trinity TVL X, LLC to its members without consideration. ( 8 )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.

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).

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