Sean Sobers
About Sean Sobers
Sean Sobers, 54, has served as ThredUp’s Chief Financial Officer since October 2019 and holds a B.S. in Accounting from the University of Southern California . He previously held senior finance roles at public technology companies (Cadence Design Systems, Quantenna), bringing public-company CFO and capital markets experience to TDUP . See “Performance Trends” for multi-year revenue and EBITDA trajectory under his tenure (FY20–FY24). ThredUp operates as an emerging growth company and smaller reporting company, using reduced compensation disclosures and exempt from say‑on‑pay while EGC, which frames compensation governance context .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| ThredUp Inc. | Chief Financial Officer | Oct 2019–present | Public-company finance leadership across growth, restructuring (EU divestiture referenced in auditor fees), and cost control |
| Quantenna Communications (acquired by ON Semiconductor 2019) | Chief Financial Officer | Jul 2016–Aug 2019 | Led finance through acquisition; public-company CFO experience |
| Cadence Design Systems | Corporate VP of Finance | Jul 2009–Jun 2016 | Drove financial operations at a large-cap software company |
| Documentum (acquired by EMC), EMC, Polycom | Senior finance roles | 1995–2009 | Scaled finance in enterprise tech across M&A cycles |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company board roles or committee positions disclosed for Sobers in the proxy |
Fixed Compensation
| Year | Base Salary ($) | Target Bonus % | Actual Bonus ($) | Notes |
|---|---|---|---|---|
| 2024 | 635,000 | Not disclosed; company shifted away from formal cash incentive plan | 95,250 | Discretionary bonus paid for 2H24 performance |
| 2023 | 635,000 | Not disclosed | — | Shift toward higher salary and away from cash bonus plan |
The company increased reliance on base salary and discretionary cash awards rather than a formal annual incentive plan beginning in 2023 .
Performance Compensation
Equity awards have been time-based RSUs in recent years; no PSUs or stated financial/TSR metrics were disclosed for Sobers.
| Metric/Instrument | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|
| Annual cash incentive | Not applicable | Not applicable | Discretionary only in 2024 ($95,250) | N/A |
| RSUs (time-based) | Primary long-term vehicle | N/A | Accounting grant-date fair value $871,200 (2024) | 2022/2023/2024 grants vest quarterly; details below – |
Detailed Equity Grant/Vesting Schedule (Sobers)
| Grant date | Type | Shares/Units | Key terms | Vesting schedule |
|---|---|---|---|---|
| 4/11/2022 | RSU (Class A) | 27,754 | Time-based | 6.25% on 6/1/22, 9/1/22, 12/1/22; then 9.03% quarterly from 3/1/23; accelerates on qualifying termination per plan |
| 2/15/2023 | RSU (Class A) | 147,832 | Time-based | 12 equal quarterly installments commencing 12/1/22; accelerates on qualifying termination per plan |
| 2/26/2024 | RSU (Class A) | 293,334 | Time-based | 12 equal quarterly installments commencing 12/1/23; accelerates on qualifying termination per plan |
Stock options outstanding (strike/exercise/expiry):
- Multiple legacy options at $2.05 strike; a mix of fully vested and partially unvested tranches with expirations ranging to 8/25/2030 .
Equity Ownership & Alignment
| Item | Details |
|---|---|
| Total beneficial ownership | 518,438 Class A shares; 1,228,785 Class B options exercisable within 60 days of 3/19/25 |
| Ownership as % of outstanding | 1.8% total ownership; 3.8% total voting power (Class B 10:1 votes) |
| Vested vs unvested | Significant vested options; unvested RSUs from 2022–2024 grants vest quarterly as noted – |
| Pledging/hedging | Prohibited for officers; no pledging permitted; 10b5‑1 plans require pre‑approval |
| Ownership guidelines | Not disclosed in proxy |
| Sale/pressure indicators | Quarterly RSU vesting through the 2026–2027 period creates predictable windows where net share sales may occur for tax/liquidity, subject to trading policy and any 10b5‑1 plans – |
Employment Terms
| Topic | Terms |
|---|---|
| Employment start | CFO since October 2019; at-will employment |
| Offer letter (2019) | Included $150,000 sign-on bonus and equity eligibility; standard IP/confidentiality, non-compete, non-solicit, arbitration agreements |
| Severance (outside CIC) | If terminated without cause (CFO is an “eligible participant”): 6 monthly installments equal to 50% of base salary and up to 6 months COBRA premium contributions (subject to release) |
| Severance (within CIC period) | Double-trigger: if terminated without cause or resigns for good reason within 3 months before to 12 months after a change in control: lump sum 100% of base salary, lump sum 100% of annual target bonus, up to 12 months COBRA premiums, and 100% acceleration of time-based unvested equity (performance awards per terms) |
| 280G treatment | Cutback to avoid excise tax if beneficial versus paying 4999 excise tax |
| Clawback | Dodd-Frank compliant policy adopted Aug 4, 2023; 3-year lookback on erroneously awarded incentive compensation after a restatement |
| Anti-hedging/pledging | Hedging, margining, and pledging prohibited |
Compensation Structure Analysis
- Mix shift to fixed pay and time-based RSUs: Since 2023, ThredUp increased base salaries and moved away from a formal annual cash incentive plan; 2024 bonuses were discretionary, not formulaic on disclosed metrics . Long-term incentives are time-vested RSUs rather than PSUs, lowering performance risk but strengthening retention –.
- Governance features: Robust anti-hedging/pledging, pre-approval for 10b5‑1, and a Dodd‑Frank clawback reduce misalignment risk .
- Change-in-control economics: Double-trigger acceleration for time-based equity and 1.0x salary + 1.0x target bonus severance (CFO) are moderate relative to small-cap norms; outside CIC benefits are limited (0.5x salary) .
Outstanding Equity Awards (Sobers) — Options Detail
| Grant date | Vesting commencement | Exercisable (#) | Unexercisable (#) | Exercise price ($) | Expiration |
|---|---|---|---|---|---|
| 5/26/2020 | 5/26/2020 | 860,000 | — | 2.05 | 10/24/2029 |
| 8/26/2020 | 1/1/2021 | 20,480 | — | 2.05 | 8/25/2030 |
| 8/26/2020 | 3/30/2021 | 184,396 | 61,466 | 2.05 | 8/25/2030 |
| 8/26/2020 | 3/30/2022 | 86,051 | 12,294 | 2.05 | 8/25/2030 |
Note: Additional RSU holdings and vesting schedules are detailed in “Performance Compensation.” 100% of unvested time-based equity accelerates on qualifying CIC termination under the Executive Severance Plan .
Multi‑Year Executive Compensation (Sobers)
| Year | Salary ($) | Bonus ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 635,000 | 95,250 | 871,200 | 1,601,450 |
| 2023 | 635,000 | — | — (no 2023 stock awards shown in SCT for Sobers) | 635,000 |
Performance Trends (Company-level context under Sobers’ tenure)
| Metric | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|
| Revenue ($, millions) | 186.0* | 251.8* | 288.4* | 258.5* | 260.0* |
| EBITDA ($, millions) | -41.0* | -53.2* | -75.5* | -38.8* | -23.3* |
Values retrieved from S&P Global.*
Risk Indicators & Red Flags
- Hedging/pledging prohibited; mitigates alignment risk .
- Clawback policy in place (restatement-driven) .
- No related-party transactions involving Sobers disclosed .
- EGC/smaller reporting company status reduces some compensation disclosures and exempts say‑on‑pay while EGC .
Say‑on‑Pay, Peer Group, and Shareholder Feedback
- As an Emerging Growth Company, ThredUp is exempt from holding a non-binding say‑on‑pay vote; peer group specifics not disclosed in the proxy, though Compensia advises the Compensation Committee on market benchmarking .
Investment Implications
- Alignment: Quarterly time-based RSU vesting through the mid‑term, coupled with anti‑hedging/pledging and a clawback, suggests moderate alignment with shareholders and predictable, low-volatility selling pressure from tax/settlement rather than opportunistic trading – .
- Retention: Double-trigger CIC acceleration and moderate severance (1.0x salary + 1.0x target bonus) provide balanced retention without excessive golden parachute risk; outside CIC severance is modest (0.5x salary) .
- Pay-for-performance: Absence of PSUs or explicit formulaic annual incentive metrics shifts emphasis from outcome-based pay to retention/equity ownership; investors may press for clearer performance linkage as profitability scales –.
- Execution lens: Company-level data show revenue growth since 2020 with narrowing EBITDA losses into 2024 (see table), supportive of a turnaround narrative; sustained margin improvement would strengthen the case for introducing performance-conditioned equity for top officers.*
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