TheRealReal Inc
For the period ended Dec 31, 2023. Filed Mar 1, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 1, 2024
REAL$14.65+13.8%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 16. Form 10-K Summary
None.
Exhibit Index
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · File No. · Exhibit · Filing Date · FiledHerewith | |||||
| 3.1 | Form of Amended and Restated Certificate of Incorporation of The RealReal, Inc., as currently in effect. | S-1 | 333-231891 | 3.2 | June 17, 2019 |
| 3.2 | Form of Amended and Restated Bylaws of The RealReal, Inc. as currently in effect. | S-1 | 333-231891 | 3.4 | June 6, 2019 |
| 4.1 | Form of Common Stock Certificate. | S-1 | 333-231891 | 4.1 | June 17, 2019 |
| 4.2 | Seventh Amended and Restated Investor Rights Agreement, dated March 22, 2019 among The RealReal, Inc. and certain holders of its capital stock. | S-1 | 333-231891 | 4.7 | May 31, 2019 |
| 4.3 | Indenture dated June 15, 2020, between The RealReal, Inc. and U.S. Bank National Association as Trustee, including form of 3.00% Convertible Senior Note due 2025. | 8-K | 001-38953 | 4.1 | June 16, 2020 |
| 4.4 | Description of Securities. | 10-Q | 001-38953 | 4.2 | August 7, 2020 |
| 4.5 | Indenture dated March 8, 2021, between The RealReal, Inc. and U.S. Bank National Association as Trustee, including form of 1.00% Convertible Senior Note due 2028. | 8-K | 001-38953 | 4.1 | March 8, 2021 |
| 4.6 | Form of 1.00% Convertible Senior Note due 2028 (included in Exhibit 4.1). | 8-K | 001-38953 | 4.1 | March 8, 2021 |
| 10.1+ | The RealReal, Inc. 2011 Equity Incentive Plan and related form agreements. | S-1 | 333-231891 | 10.1 | May 31, 2019 |
| 10.2# | Loan and Security Agreement dated as of September 19, 2013 by and between The RealReal, Inc. and Square 1 Bank. | S-1 | 333-231891 | 10.3 | May 31, 2019 |
| 10.3# | First Amendment to Loan and Security Agreement dated as of March 13, 2014 by and between The RealReal, Inc. and Square 1 Bank. | S-1 | 333-231891 | 10.4 | May 31, 2019 |
| 10.4# | Second Amendment to Loan and Security Agreement dated as of August 5, 2014 by and between The RealReal, Inc. and Square 1 Bank. | S-1 | 333-231891 | 10.5 | May 31, 2019 |
| 10.5# | Third Amendment to Loan and Security Agreement dated as of September 25, 2014 by and between The RealReal, Inc. and Square 1 Bank. | S-1 | 333-231891 | 10.6 | May 31, 2019 |
| 10.6# | Fourth Amendment to Loan and Security Agreement dated as of December 28, 2015 by and between The RealReal, Inc. and Pacific Western Bank. | S-1 | 333-231891 | 10.7 | May 31, 2019 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · File No. · Exhibit · Filing Date · FiledHerewith | |||||
| 10.7# | Fifth Amendment to Loan and Security Agreement dated as of July 18, 2016 by and between The RealReal, Inc. and Pacific Western Bank. | S-1 | 333-231891 | 10.8 | May 31, 2019 |
| 10.8# | Sixth Amendment to Loan and Security Agreement dated as of September 16, 2016 by and between The RealReal, Inc. and Pacific Western Bank. | S-1 | 333-231891 | 10.9 | May 31, 2019 |
| 10.9# | Seventh Amendment to Loan and Security Agreement dated as of March 28, 2017 by and between The RealReal, Inc. and Pacific Western Bank. | S-1 | 333-231891 | 10.10 | May 31, 2019 |
| 10.10# | Eighth Amendment to Loan and Security Agreement dated as of July 27, 2017 by and between The RealReal, Inc. and Pacific Western Bank. | S-1 | 333-231891 | 10.11 | May 31, 2019 |
| 10.11# | Ninth Amendment to Loan and Security Agreement dated as of March 5, 2018 by and between The RealReal, Inc. and Pacific Western Bank. | S-1 | 333-231891 | 10.12 | May 31, 2019 |
| 10.12# | Tenth Amendment to Loan and Security Agreement dated as of July 25, 2018 by and between The RealReal, Inc. and Pacific Western Bank. | S-1 | 333-231891 | 10.13 | May 31, 2019 |
| 10.13# | Eleventh Amendment to Loan and Security Agreement dated as of August 9, 2018 by and between The RealReal, Inc. and Pacific Western Bank. | S-1 | 333-231891 | 10.14 | May 31, 2019 |
| 10.14# | Twelfth Amendment to Loan and Security Agreement dated as of December 19, 2018 by and between The RealReal, Inc. and Pacific Western Bank. | S-1 | 333-231891 | 10.15 | May 31, 2019 |
| 10.15# | Lease Agreement dated as of March 18, 2014 by and between The RealReal, Inc. and 35 Enterprise Avenue, L.L.C. | S-1 | 333-231891 | 10.16 | May 31, 2019 |
| 10.16# | Lease Modification Agreement dated as of March 8, 2018 by and between The RealReal, Inc. and 35 Enterprise Avenue, L.L.C. | S-1 | 333-231891 | 10.17 | May 31, 2019 |
| 10.17# | Lease Agreement dated as of June 5, 2018 by and between The RealReal, Inc. and Hartz Enterprise LLC. | S-1 | 333-231891 | 10.19 | May 31, 2019 |
| 10.18# | Lease Agreement dated as of September 14, 2018 by and between The RealReal, Inc. and Prologis Perth Amboy Associates, LLC. | S-1 | 333-231891 | 10.20 | May 31, 2019 |
| 10.19+ | The RealReal, Inc. 2019 Equity Incentive Plan. | S-1 | 333-231891 | 10.21 | June 17, 2019 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber · Description · Form · File No. · Exhibit · Filing Date · FiledHerewith | |||||
| 10.20+ | The RealReal, Inc. Employee Stock Purchase Plan. | S-1 | 333-231891 | 10.22 | June 17, 2019 |
| 10.21+ | The RealReal, Inc. 2019 Equity Incentive Plan Stock Option Agreement and related form agreements. | 10-Q | 001-38953 | 10.1 | August 14, 2019 |
| 10.22+ | The RealReal, Inc. Employee Stock Purchase Plan, as amended and restated on February 19, 2020. | 10-K | 001-38953 | 10.25 | March 11, 2020 |
| 10.23+ | The RealReal, Inc. 2019 Equity Incentive Plan for Non-Employee Director Deferred Restricted Stock Unit Award Agreement and Deferral Election Form | 10-Q | 011-38953 | 10.1 | November 7, 2023 |
| 10.24 | Form of Base Capped Call Confirmation, dated June 10, 2020 between The RealReal, Inc. and each of the Counterparties. | 8-K | 001-38953 | 10.1 | June 16, 2020 |
| 10.25 | Form of Additional Capped Call Confirmation, dated June 18, 2020 between The RealReal, Inc. and each of the Capped Call Counterparties. | 8-K | 001-38953 | 10.1 | June 23, 2020 |
| 10.26# | Lease Agreement dated as of November 2, 2020 by and between The RealReal, Inc. and Liberty Property Limited Partnership. | 10-Q | 001-38953 | 10.1 | November 10, 2020 |
| 10.27 | Form of Base Capped Call Confirmation, dated March 8, 2021 between The RealReal, Inc. and each of the Counterparties. | 8-K | 001-38953 | 10.1 | March 8, 2021 |
| 10.28 | Form of Additional Capped Call Confirmation, dated March 12, 2021 between The RealReal, Inc. and each of the Capped Call Counterparties. | 8-K | 001-38953 | 10.1 | March 16, 2021 |
| 10.29+ | Form of Severance and Change in Control Agreement approved by the Company’s board of directors on May 5, 2021. | 10-Q | 001-38953 | 10.1 | May 10, 2021 |
| 10.30+ | Transition and Separation Agreement by and between The RealReal, Inc. and Robert Julian dated September 28, 2023. | 8-K | 001-38953 | 10.1 | September 29, 2023 |
| 10.31+ | Consulting Services Agreement by and between The RealReal, Inc. and Robert Julian dated September 28, 2023 | 8-K | 001-38953 | 10.20 | September 29, 2023 |
| 10.32+ | The RealReal, Inc. 2019 Equity Incentive Plan Performance-Based Restricted Stock Unit Award Agreement | 10-K | 001-38953 | 10.34 | February 28, 2022 |
| 10.33+ | The RealReal, Inc. 2019 Equity Incentive Plan Restricted Stock Unit Award | 10-Q | 001-38953 | 10.1 | August 9, 2022 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | File No. | Exhibit | Filing Date | FiledHerewith |
| 10.34+ | Offer Letter dated January 24, 2023 between the Company and John E. Koryl | 8-K | 001-38953 | 10.1 | January 25, 2023 | |
| 10.35+ | Form of Indemnification Agreement entered into by and between The RealReal, Inc. and its directors and executive officers. | 10-K | 100-38953 | 10.35 | February 28, 2023 | |
| 10.37+ | Form of Stand-Alone Performance-Based Restricted Stock Unit Award Agreement, by and between the Company and John Koryl. | S-8 | 333-270281 | 99.1 | March 3, 2023 | |
| 10.38+ | Form of Stand-Alone Restricted Stock Unit Award Agreement, by and between the Company and John Koryl. | S-8 | 333-270281 | 99.2 | March 3, 2023 | |
| 10.39+ | Form of Stand-Alone Restricted Stock Unit Award Agreement, by and between the Company and Luke Friang. | S-8 | 333-270281 | 99.3 | March 3, 2023 | |
| 10.40+ | Offer Letter by and between The RealReal, Inc. and Ajay Gopal dated February 19, 2024. | 8-K | 100-38953 | 10.1 | February 21, 2024 | |
| 10.41* | Form of Exchange Agreement by and between The RealReal Inc. and the Noteholder, as defined therein, dated February 29, 2024. | X | ||||
| 10.42 | Indenture by and between The RealReal, Inc., the Guarantors party thereto and Glas Trust Company LLC dated February 29, 2024. | X | ||||
| 10.43 | Warrant Agency Agreement by and between The RealReal, Inc., Computershare, In., and Computershare Trust Company, N.A. dated February 29, 2024. | X | ||||
| 23.1 | Consent of KPMG LLP, Independent Registered Public Accounting Firm | X | ||||
| 31.1 | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 31.2 | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.1 | Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 32.2 | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | ||||
| 97 | The RealReal, Inc. Clawback Policy | X | ||||
| Incorporated by Reference | ||||||
| ExhibitNumber | Description | Form | File No. | Exhibit | Filing Date | FiledHerewith |
| 101.INS | XBRL Instance Document | X | ||||
| 101.SCH | XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, and 101.PRE). | |||||
- Indicates management contract or compensatory plan.
Certain information contained in this agreement has been omitted because it both (i) is not material and (ii) would be competitively harmful if publicly disclosed.
- Certain schedules and exhibits omitted pursuant to Item 601(a)(5) of Regulation S-K promulgated by the SEC. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| The RealReal, Inc. | ||
| Date: March 1, 2024 | By: | /s/ Todd Suko |
|---|---|---|
| Todd Suko | ||
| Interim Chief Financial Officer, Chief LegalOfficer and Secretary | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated.
| Name | Title | Date |
|---|---|---|
| /s/ John Koryl | Chief Executive Officer and Director | March 1, 2024 |
| John Koryl | (Principal Executive Officer) | |
| /s/ Todd Suko | Interim Chief Financial Officer, Chief LegalOfficer and Secretary | March 1, 2024 |
| Todd Suko | (Principal Financial Officer) | |
| /s/ Steve Lo | Senior Vice President, Chief Accounting Officer | March 1, 2024 |
| Steve Lo | (Principal Accounting Officer) | |
| /s/ Chip Baird | Director | March 1, 2024 |
| Chip Baird | ||
| /s/ Caretha Coleman | Director | March 1, 2024 |
| Caretha Coleman | ||
| /s/ Karen Katz | Director | March 1, 2024 |
| Karen Katz | ||
| /s/ Rob Krolik | Director | March 1, 2024 |
| Rob Krolik | ||
| /s/ Niki Leondakis | Director | March 1, 2024 |
| Niki Leondakis | ||
| /s/ Carol Melton | Director | March 1, 2024 |
| Carol Melton | ||
| /s/ James Miller | Director | March 1, 2024 |
| James Miller | ||
INDEX TO FINANCIAL STATEMENTS
| Reports of Independent Registered Public Accounting Firm | 60 |
|---|---|
| Balance Sheets as of December 31, 2023 and 2022 | 63 |
| Statements of Operations for the Years ended December 31, 2023, 2022, and 2021 | 64 |
| Statements of Comprehensive Loss for the Years ended December 31, 2023, 2022, and 2021 | 65 |
| Statements of Stockholders’ Equity (Deficit) for the Years ended December 31, 2023, 2022, and 2021 | 66 |
| Statements of Cash Flows for the Years ended December 31, 2023, 2022, and 2021 | 67 |
| Notes to Financial Statements | 68 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.