g36g10g14g3g14g3g47g1Ag15g13g1Bg14g17g47g56g14g11g4Bg57g50g3g36g10g14g37g44g45g4Fg48g3g52g49g3g26g52g51g57g48g51g57g56As filed with the Securities and Exchange Commission on May 31, 2019Registration No. 333- g63g63g63UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549g63 g63FORM S-1REGISTRATION STATEMENTUNDERTHE SECURITIES ACT OF 1933g63 g63The RealReal, Inc.(Exact name of Registrant as specified in its charter)g63 g63g63 Delaware(State or other jurisdiction ofincorporation or organization) 7389(Primary Standard IndustrialClassification Code Number) 45-1234222(I.R.S. EmployerIdentification Number)55 Francisco StreetSuite 600San Francisco, CA 94133(855) 435-5893(Address, including zip code, and telephone number, including area code, of Registrants principal executive offices)g63 g63Julie WainwrightChief Executive Officer55 Francisco StreetSuite 600San Francisco, CA 94133(855) 435-5893(Name, address, including zip code, and telephone number, including area code, of agent for service)g63 g63Copies to:g63 Hank V. BarryMartin A. WellingtonHelen TheungSidley Austin LLP1001 Page Mill RoadBuilding 1Palo Alto, CA 94304(650) 565-7000 Dana DuFraneGeneral CounselThe RealReal, Inc.55 Francisco StreetSuite 600San Francisco, CA 94133(855) 435-5893 Steven E. BochnerRobert G. DayMichael NordtvedtWilson Sonsini Goodrich drop off at one of our eleven luxury consignment offices, three of which arelocated in our retail stores; or complimentary shipping directly to our merchandising and fulfillment facilities.g63 We do the work on behalf of consignors. Once consigned items reach one of our four merchandising and fulfillment facilities, weauthenticate, write the associated copy, photograph, price, sell and handle all fulfillment and returns logistics, making the consignmentprocess seamless.g63 We generate high commissions for consignors. Our scale and global reach combined with our technology-driven online marketplace andproprietary data enable consignors to realize optimal value for their pre-owned luxury goods. Our consignors earn up to 85% incommissions and achieved an average commission rate of approximately 65% in 2018.g63 We drive rapid monetization. Our online marketplace efficiently matches supply with demand resulting in exceptional sales velocity. In2017 and 2018, approximately 60% and 80% of the products on our online marketplace sold within 30 days and 90 days, respectively. Inaddition to sales velocity, we measure the ratio of demand versus supply in a given period, which we refer to as our online marketplacesell-through ratio. Sell-through ratio is defined as GMV in the period divided by the aggregate initial value of items added to our onlinemarketplace in that period. In 2017 and 2018, our online marketplace sell-through ratios were 93% and 96%, respectively.Exclusive, Authenticated Pre-owned Luxury Supply Drives DemandWe make it easy for buyers to shop our vast, yet curated selection of authenticated, pre-owned luxury goods. In 2018, we had approximately416,000 active buyers in approximately 60 countries and greater than 80% of our GMV came from repeat buyers. As we continue to unlockexclusive luxury supply, we expect to attract new buyers and drive repeat purchases from our existing buyers.g63 We offer a seamless buying experience. Buyers access our omni-channel online marketplace through our website, mobile app and retailstores, enabling them to purchase anytime, anywhere.g63 3