Filing Details
- Accession Number:
- 0001213900-20-032412
- Form Type:
- 4/A
- Zero Holdings:
- No
- Publication Time:
- 2020-10-20 21:04:56
- Reporting Period:
- 2020-10-14
- Accepted Time:
- 2020-10-20 21:04:56
- Original Submission Date:
- 2020-10-16
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1701758 | Lovesac Co | LOVE | () | 4/A |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1259062 | R Andrew Heyer | Two Landmark Square, Suite 300 Stamford CT 06901 | Yes | No | Yes | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.00001 Par Value | Acquisiton | 2020-10-14 | 75,000 | $16.00 | 2,268,599 | No | 4 | X | Indirect | See footnote |
| Common Stock, $0.00001 Par Value | Disposition | 2020-10-14 | 33,262 | $36.08 | 2,235,337 | No | 4 | S | Indirect | See footnote |
| Common Stock, $0.00001 Par Value | Acquisiton | 2020-10-14 | 90,000 | $16.00 | 2,325,337 | No | 4 | X | Indirect | See footnote |
| Common Stock, $0.00001 Par Value | Disposition | 2020-10-14 | 39,913 | $36.08 | 2,285,424 | No | 4 | S | Indirect | See footnote |
| Common Stock, $0.00001 Par Value | Disposition | 2020-10-14 | 39,913 | $36.08 | 2,285,424 | No | 4 | S | Indirect | See footnote |
| Common Stock, $0.00001 Par Value | Acquisiton | 2020-10-14 | 74,200 | $16.00 | 2,359,624 | No | 4 | X | Indirect | See footnote |
| Common Stock, $0.00001 Par Value | Disposition | 2020-10-14 | 32,906 | $36.08 | 2,326,718 | No | 4 | S | Indirect | See footnote |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | X | Indirect | See footnote |
| No | 4 | S | Indirect | See footnote |
| No | 4 | X | Indirect | See footnote |
| No | 4 | S | Indirect | See footnote |
| No | 4 | S | Indirect | See footnote |
| No | 4 | X | Indirect | See footnote |
| No | 4 | S | Indirect | See footnote |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Warrant (right to buy) | Disposition | 2020-10-14 | 75,000 | $0.00 | 75,000 | $16.00 |
| Common Stock | Warrant (right to buy) | Disposition | 2020-10-14 | 90,000 | $0.00 | 90,000 | $16.00 |
| Common Stock | Warrant (right to buy) | Disposition | 2020-10-14 | 74,200 | $0.00 | 74,200 | $16.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2017-05-30 | 2021-06-29 | No | 4 | X | Indirect |
| 0 | 2017-05-30 | 2021-06-29 | No | 4 | X | Indirect |
| 0 | 2017-10-19 | 2021-06-29 | No | 4 | X | Indirect |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock, $0.00001 Par Value | 128,687 | Direct | |
| Common Stock, $0.00001 Par Value | 33,515 | Indirect | See footnote |
Footnotes
- On October 14, 2020, Mistral Equity Partners, LP ("MEP, LP"), MEP Co-Invest, LLC ("MEP Co-Invest"), and Mistral Equity Partners QP, LP ("Mistral QP" and together with MEP, LP and MEP Co-Invest, the "Mistral Funds") exercised warrants to purchase a total of 75,000 shares of Lovesac common stock for $16 per share. The Mistral Funds paid the exercise price on a cashless basis, resulting in Lovesac's withholding of 33,262 of the warrant shares to pay the exercise price and issuing to the Mistral Funds the remaining 41,738 shares.
- On October 14, 2020, Mistral Sac Holdings 3, LLP ("MSH3") exercised a warrant to purchase 90,000 shares of Lovesac common stock for $16 per share. MSH3 paid the exercise price on a cashless basis, resulting in Lovesac's withholding of 39,913 of the warrant shares to pay the exercise price and issuing to MSH3 the remaining 50,087 shares.
- On October 14, 2020, Mistral Sac Holdings 4, LLP ("MSH4") exercised a warrant to purchase 74,200 shares of Lovesac common stock for $16 per share. MSH4 paid the exercise price on a cashless basis, resulting in Lovesac's withholding of 32,906 of the warrant shares to pay the exercise price and issuing to MSH4 the remaining 41,294 shares.
- By reason of the provisions of Rule 16a-1 of the Exchange Act, Mr. Heyer may be deemed to have beneficial ownership of certain of the securities that are beneficially owned by MSH3, MSH4 and the Mistral Funds. Each of the Mistral Funds is controlled by Mr. Heyer. Mr. Heyer disclaims beneficial ownership of the securities owned by MSH3, MSH4 and the Mistral Funds, except to the extent of Mr. Heyer's pecuniary interest therein.
- These shares are held by Heyer Investment Management LLC and Andrew R. Heyer 2007 Associates, L.P., each of which Mr. Heyer controls.
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