13D Filings
TheRealReal, Inc.
REAL
Amendment
Ownership

3.90%

Total Shares

4,296,153

Issuer CIK

1573221

CUSIP

88339P101

Event Date

Jan 27, 2025

Accepted

Jan 30, 2025, 08:00 PM

Reporting Persons (4)
NameType% of ClassAggregateSole VotingShared Voting
Kanen Wealth Management LLC
Investment Adviser
3.90%4,273,95904,273,959
Kanen David
Individual
3.90%4,296,15322,1944,273,959
Philotimo Fund, LP
Investment Adviser
1.70%1,865,67601,865,676
Philotimo Focused Growth & Income Fund
Investment Adviser
1.40%1,538,28501,538,285
Disclosure Items (4)

Security Title

Common stock, par value $0.00001

Issuer Name

TheRealReal, Inc.

Issuer Address

55 FRANCISCO STREET, SAN FRANCISCO, CA, 94133

Item 3 is hereby amended and restated to read as follows: The Shares purchased by Philotimo were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The Shares purchased by PHLOX were purchased with the funds for the accounts of its customers (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The Shares purchased by KWM were purchased with the funds for the accounts of its customers (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market transactions. The aggregate purchase price of the 1,865,676 Shares beneficially owned by Philotimo is approximately $5,072,299, including brokerage commissions. The aggregate purchase price of the 1,538,285 Shares beneficially owned by PHLOX is approximately $4,206,691, including brokerage commissions. The aggregate purchase price of the 869,998 Shares held in the Managed Accounts is approximately $2,307,308, including brokerage commissions. The aggregate purchase price of the 22,194 Shares beneficially owned by Mr. Kanen is approximately $54,448, including brokerage commissions.

Percentage of Class

Item 5(a) is hereby amended and restated to read as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 109,691,196 Shares outstanding as of October 30, 2024 as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (SEC) on November 4, 2024. A. Philotimo As of the close of business on January 30, 2025, Philotimo beneficially owned 1,865,676 Shares. Percentage: Approximately 1.7% B. PHLOX As of the close of business on January 30, 2025, PHLOX beneficially owned 1,538,285 Shares. Percentage: Approximately 1.4% C. KWM As of the close of business on January 30, 2025, KWM beneficially owned 4,273,959 Shares, consisting of (i) the 1,865,676 Shares owned directly by Philotimo, which KWM may be deemed to beneficially own as the general partner of Philotimo, (ii) the 1,538,285 Shares owned directly by PHLOX, which KWM may be deemed to beneficially own as the investment manager of PHLOX and (iii) 869,998 Shares held in the Managed Accounts. Percentage: Approximately 3.9% D. Mr. Kanen As of the close of business on January 30, 2025, Mr. Kanen may be deemed to beneficially own 4,296,153 Shares, consisting of (i) 22,194 Shares owned directly by Mr. Kanen and (ii) the 4,273,959 Shares beneficially owned by KWM, which Mr. Kanen may be deemed to beneficially own as the managing member of KWM. Percentage: Approximately 3.9%

Number of Shares

Item 5(b) is hereby amended and restated to read as follows: A. Philotimo 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 1,865,676 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 1,865,676 B. PHLOX 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 1,538,285 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 1,538,285 C. KWM 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 4,273,959 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 4,273,959 D. Mr. Kanen 1. Sole power to vote or direct vote: 22,194 2. Shared power to vote or direct vote: 4,273,959 3. Sole power to dispose or direct the disposition: 22,194 4. Shared power to dispose or direct the disposition: 4,273,959

Transactions

Item 5(c) is hereby amended and restated to read as follows: A. Philotimo The transactions in the Shares by Philotimo since the filing of Amendment No. 1 to the Schedule 13D are set forth in Exhibit 1 and are incorporated herein by reference. B. PHLOX The transactions in the Shares by PHLOX since the filing of Amendment No. 1 to the Schedule 13D are set forth in Exhibit 1 and are incorporated herein by reference. C. KWM The transactions in the Shares by KWM since the filing of Amendment No. 1 to the Schedule 13D are set forth in Exhibit 1 and are incorporated herein by reference. D. Mr. Kanen Mr. Kanen has not transacted in the Shares since the filing of Amendment No. 1 to the Schedule 13D. KWM, in its role as investment manager to the Managed Accounts, to which it furnishes investment advice, and Mr. Kanen, as the managing member of KWM, may each be deemed to beneficially own shares of the Issuer's Shares held in the Managed Accounts.

Date of 5% Ownership

Item 5(e) is hereby amended and restated to read as follows: The Reporting Persons ceased to be the beneficial owners of more than 5% of the Shares of the Issuer as of January 28, 2025.

Item 7 is hereby amended to add the following exhibit: 1 - Transactions in Securities

TheRealReal, Inc. — Schedule 13D | 13D Filings