Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)

On January 12, 2022, the board of directors (the "Board") of ThredUp Inc. (the "Company") appointed Coretha Rushing to the Board as a Class I director, effective as of January 13, 2022. Ms. Rushing was appointed to a newly created vacancy on the Board resulting from an increase in the size of the Board from eleven (11) directors to twelve (12) directors. Concurrent with her appointment as a director of the Company, Ms. Rushing was appointed to the Compensation Committee of the Board.

As a non-employee director, Ms. Rushing will be compensated for her services in the manner described in the Company's current Non-Employee Director Compensation Policy. The Company has also entered into its standard form of Indemnification Agreement with Ms. Rushing in connection with her appointment to the Board.

There are no arrangements or understandings between Ms. Rushing, on the one hand, and any other persons, on the other hand, pursuant to which Ms. Rushing was selected as a director. Ms. Rushing has no family relationship with any director or executive officer of the Company. Furthermore, there are no transactions between Ms. Rushing and the Company that would be required to be reported under Item 404(a) of Regulation S-K.

On January 13, 2022, the Company issued a press release announcing the appointment of Ms. Rushing to the Board. A copy of this press release is furnished as Exhibit 99.1 to this report on Form 8-K.




Item 9.01    Financial Statements and Exhibits.
(d)   Exhibits

Exhibit No.                                              Description


10.1*                    Form of Indemnification Agreement between the Company and its directors and
                       executive officers.
10.2**                   Non-Employee Director Compensation Policy.
99.1                     Press Release, dated January 13, 2022.
104                    Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Incorporated by reference to Exhibit 10.1 filed with the Company's Registration Statement on Form S-1 (File No. 333-253834), filed with the Securities and Exchange Commission on March 3, 2021. ** Incorporated by reference to Exhibit 10.7 filed with the Company's Registration Statement on Form S-1 (File No. 333-253834), filed with the Securities and Exchange Commission on March 3, 2021.


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