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Form 3 U.S. Auto Parts Network, For: Jan 18 Filed by: Gomes Sanjiv

January 23, 2019 4:12 PM
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Gomes Sanjiv
(Last) (First) (Middle)
16941 KEEGAN AVENUE
(Street)
CARSON CA 90746
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/18/2019 		3. Issuer Name and Ticker or Trading Symbol
U.S. Auto Parts Network, Inc. [ PRTS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Interim CTO
 5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 37,167
D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) (1) 09/10/2013 09/09/2023 Common Stock 16,283 0.99 D
Stock Options (Right to Buy) (1) 11/07/2013 11/06/2023 Common Stock 15,000 2.44 D
Stock Options (Right to Buy) (1) 01/29/2015 01/28/2025 Common Stock 15,000 2.29 D
Stock Options (Right to Buy) (1) 01/21/2016 01/20/2026 Common Stock 15,000 2.64 D
Stock Options (Right to Buy) (1) 01/25/2017 01/24/2027 Common Stock 5,000 3.4 D
Stock Options (Right to Buy) (1) 01/08/2018 01/07/2028 Common Stock 7,500 2.61 D
Stock Options (Right to Buy) (2) 10/05/2018 10/04/2028 Common Stock 25,000 1.5 D
Explanation of Responses:
1. Twenty-five percent of the shares of stock subject to the option vest or vested on the first anniversary of the grant date, and the remainder of which vest or vested in equal monthly installments thereafter over three years, subject to such executive's continued service to the company through such dates.
2. Fifty percent of the shares of stock subject to the option vest on the first anniversary of the grant date, and the remainder of which vest on the second anniversary of the grant date, subject to such executive's continued service to the company through such date.
/s/ David Eisler, as Attorney-in-Fact for Sanjiv Gomes 01/23/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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