SEC Form 4 · accession 0001144204-18-037927
Purple Innovation, Inc. · PRPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Greenhaven Road Capital Fund 1, L.P.
10% Owner
MVM Funds LLC
10% Owner
Scott Stewart Miller
10% Owner
Period of report
Feb 5, 2018
Accepted (ET)
Jul 11, 2018 · 10:33 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001643953
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock ($0.0001 par value)F2,F1 | Feb 5, 2018 | S | 100 | $10.20 | D | 774,100 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Feb 5, 2018 | P | 400 | $10.75 | A | 774,500 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F3,F1 | Feb 6, 2018 | S | 21,425 | $11.3926 | D | 753,075 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F4,F1 | Feb 7, 2018 | S | 53,734 | $11.0174 | D | 699,341 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Feb 8, 2018 | S | 100 | $11.60 | D | 699,241 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F5,F1 | Feb 9, 2018 | S | 22,338 | $11.3369 | D | 676,903 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F6,F1 | Feb 12, 2018 | S | 3,900 | $10.8583 | D | 673,003 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F7,F1 | Feb 13, 2018 | S | 32,100 | $10.9466 | D | 640,903 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F8,F1 | Feb 14, 2018 | S | 40,992 | $10.9024 | D | 599,911 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Feb 14, 2018 | P | 89 | $10.9399 | A | 600,000 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F9,F1 | Feb 16, 2018 | S | 2,871 | $10.9471 | D | 579,129 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F10,F1 | Feb 20, 2018 | S | 12,810 | $11.046 | D | 584,319 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F11,F1 | Feb 21, 2018 | S | 22,915 | $10.9052 | D | 561,404 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F12,F1 | Feb 22, 2018 | S | 153 | $10.9377 | D | 561,251 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F13,F1 | Feb 23, 2018 | S | 1,680 | $11.1846 | D | 559,571 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F14,F1 | Feb 26, 2018 | S | 12,162 | $10.8124 | D | 547,409 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F15,F1 | Feb 27, 2018 | S | 800 | $10.8015 | D | 546,609 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Feb 28, 2018 | S | 61,742 | $10.8632 | D | 484,867 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Mar 1, 2018 | S | 5,090 | $10.851 | D | 479,777 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Mar 2, 2018 | S | 52,408 | $10.7593 | D | 427,369 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Mar 5, 2018 | S | 3,805 | $10.75 | D | 423,564 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Mar 6, 2018 | S | 531 | $10.75 | D | 423,033 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Mar 7, 2018 | S | 14,207 | $10.5222 | D | 408,826 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F16,F1 | Mar 8, 2018 | S | 772 | $10.40 | D | 408,054 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Mar 9, 2018 | S | 5,314 | $10.50 | D | 402,740 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F17,F1 | Mar 12, 2018 | S | 5,000 | $10.6237 | D | 397,740 | I | By: Greenhaven Road Capital Fund 1, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (right to buy)F18,F20,F1,F19 | $11.50 | Feb 15, 2018 | P | 1,000 | A | — | Aug 13, 2020 | Common Stock ($0.0001 par value) | 500 | 2,000,400 | I |
| Warrant (right to buy)F18,F20,F1,F19 | $11.50 | Mar 2, 2018 | P | 50,000 | A | — | Aug 13, 2020 | Common Stock ($0.0001 par value) | 25,000 | 2,050,400 | I |
Explanation of responses
- F1Greenhaven Road Capital Fund 1, L.P. ("Fund 1") is a private investment vehicle. Fund 1 directly owns these securities reported herein. Greenhaven Road Investment Management, LP (the "Investment Manager") is the investment manager of Fund 1. MVM Funds, LLC (the "General Partner") is the general partner of Fund 1 and the Investment Manager. Scott Miller is the controlling person of the General Partner. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose.
- F10The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.85 to $11.1511, inclusive.
- F11The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.90 to $11.01, inclusive.
- F12The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.91 to $10.99, inclusive.
- F13The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.92 to $11.27, inclusive.
- F14The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.75 to $11.20, inclusive.
- F15The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.80 to $10.81, inclusive.
- F16The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.40 to $10.4001, inclusive.
- F17The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.62 to $10.65, inclusive.
- F18Two Warrants are exercisable into one share of Common Stock at a price of $11.50 per share of Common Stock.
- F19Exercisable into shares of Common Stock at any time at the option of Fund 1.
- F2All prices reported herein are exclusive of brokerage commissions.
- F20Price shown is for one Warrant to purchase one-half of a share of Common Stock.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.30 to $11.9301, inclusive. The Reporting Persons undertake to provide to Purple Innovation, Inc., any security holder of Purple Innovation, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) through (17) of this Form 4.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.00 to $11.42, inclusive.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.00 to $11.60, inclusive.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.84 to $10.90, inclusive.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.89 to $11.15, inclusive.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.9005 to $10.92, inclusive.
- F9The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.60 to $11.01, inclusive.