SEC Form 4 · accession 0001144204-18-037932
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
Greenhaven Road Capital Fund 2, L.P.
10% Owner
MVM Funds LLC
10% Owner
Scott Stewart Miller
10% Owner
Period of report
Mar 13, 2018
Accepted (ET)
Jul 11, 2018 · 10:37 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)F3,F4,F1 | Mar 13, 2018 | S | 7,228 | $11.0009 | D | 390,512 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Mar 14, 2018 | S | 300 | $13.00 | D | 390,212 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F5,F1 | Mar 16, 2018 | S | 17,307 | $10.5608 | D | 372,905 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F6,F1 | Mar 16, 2018 | S | 13,363 | $9.7843 | D | 359,542 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F7,F1 | Mar 21, 2018 | S | 4,000 | $9.6504 | D | 355,542 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F8,F1 | Mar 23, 2018 | S | 5,369 | $9.5086 | D | 350,173 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Mar 26, 2018 | S | 709 | $9.40 | D | 349,464 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Mar 28, 2018 | S | 382 | $8.50 | D | 349,082 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F1 | Apr 1, 2018 | J | 113,211 | $8.22 | D | 235,871 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F10,F1 | Apr 26, 2018 | S | 1,000 | $8.572 | D | 234,871 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F11,F1 | May 16, 2018 | S | 35,254 | $7.1947 | D | 199,617 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F12,F2 | May 16, 2018 | S | 13,995 | $7.2166 | D | 99,216 | I | By: Greenhaven Road Capital Fund 2, L.P. |
| Common Stock ($0.0001 par value)F2 | May 16, 2018 | P | 4,000 | $7.4198 | A | 103,216 | I | By: Greenhaven Road Capital Fund 2, L.P. |
| Common Stock ($0.0001 par value)F13,F1 | May 17, 2018 | S | 6,356 | $6.6327 | D | 193,261 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F13,F2 | May 17, 2018 | S | 3,131 | $6.6327 | D | 100,085 | I | By: Greenhaven Road Capital Fund 2, L.P. |
| Common Stock ($0.0001 par value)F14,F1 | May 18, 2018 | S | 4,492 | $6.5112 | D | 188,769 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F14,F2 | May 18, 2018 | S | 2,213 | $6.5112 | D | 97,872 | I | By: Greenhaven Road Capital Fund 2, L.P. |
| Common Stock ($0.0001 par value)F1 | Jun 8, 2018 | S | 188,769 | $7.65 | D | 0 | I | By: Greenhaven Road Capital Fund 1, L.P. |
| Common Stock ($0.0001 par value)F2 | Jun 8, 2018 | S | 97,872 | $7.65 | D | 0 | I | By: Greenhaven Road Capital Fund 2, 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)F15,F17,F1,F16 | $11.50 | Mar 16, 2018 | P | 60,600 | A | — | Aug 13, 2020 | Common Stock ($0.0001 par value) | 30,300 | 2,132,000 | I |
| Warrant (right to buy)F15,F17,F1,F16 | $11.50 | Apr 1, 2018 | J | 691,432 | D | — | Aug 13, 2020 | Common Stock ($0.0001 par value) | 345,716 | 1,440,568 | 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 $8.56 to $8.58, inclusive.
- F11The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.84 to $7.81, inclusive.
- F12The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.8815 to $7.81, inclusive.
- F13The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.6046 to $6.6719, inclusive.
- F14The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.5029 to $6.5140, inclusive.
- F15Two Warrants are exercisable into one share of Common Stock at a price of $11.50 per share of Common Stock.
- F16Exercisable into shares of Common Stock at any time at the option of Fund 1.
- F17Price shown is for one Warrant to purchase one-half of a share of Common Stock.
- F2Greenhaven Road Capital Fund 2, L.P. ("Fund 2") is a private investment vehicle. Fund 2 directly owns these securities reported herein. The Investment Manager is the investment manager of Fund 2. The General Partner is the general partner of Fund 2. 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.
- F3All prices reported herein are exclusive of brokerage commissions.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.99 to $11.02, 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 (4) through (8) and (10) through (14) of this Form 4.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.00 to $10.8650, inclusive.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.65 to $9.86, inclusive.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.65 to $9.66, inclusive.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.49 to $9.62, inclusive.
- F9Represents a transfer from Fund 1 to Fund 2.