SEC Form 4 · accession 0001209191-16-128719
GAIA, INC · GAIA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lynn Powers
Officer — CEO · Director
Period of report
Jun 16, 2016
Accepted (ET)
Jun 17, 2016 · 7:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001089872
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Jun 16, 2016 | M | 40,000 | $5.30 | A | 264,000 | D | |
| Class A Common StockF1 | Jun 16, 2016 | S | 40,000 | $7.5973 | D | 224,000 | D | |
| Class A Common Stock | Jun 17, 2016 | M | 69,200 | $5.30 | A | 293,200 | D | |
| Class A Common StockF2 | Jun 17, 2016 | S | 69,200 | $7.6053 | D | 224,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F3 | $5.30 | Jun 16, 2016 | M | 40,000 | D | — | Jun 30, 2016 | Class A Common Stock | 40,000 | 69,200 | D |
| Employee Stock Option (right to buy)F3 | $5.30 | Jun 17, 2016 | M | 69,200 | D | — | Jun 30, 2016 | Class A Common Stock | 69,200 | 0 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.59 to $7.63, inclusive. The reporting person undertakes to provide Gaiam, Inc., any security holder of Gaiam, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in footnote (1) to this Form 4.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.59 to $7.62, inclusive. The reporting person undertakes to provide Gaiam, Inc., any security holder of Gaiam, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in footnote (2) to this Form 4.
- F3The option is fully vested. The option was originally granted November 20, 2003, and provided for vesting of 2% per month for 50 months commencing on October 1, 2004. The option would have expired on June 30, 2016 and as a result, would not have been eligible for tender under the company's tender offer that is anticipated to close on July 1, 2016.