SEC Form 4 · accession 0000899243-18-028025
Lovesac Co · LOVE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew R Heyer
Director · 10% Owner
Period of report
Oct 31, 2018
Accepted (ET)
Nov 2, 2018 · 4:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001701758
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.00001F1,F2,F6 | Oct 31, 2018 | S | 409,502 | $18.05 | D | 0 | I | See Footnotes |
| Common Stock, par value $0.00001F1,F3,F6 | Oct 31, 2018 | S | 464,266 | $18.05 | D | 0 | I | See Footnotes |
| Common Stock, par value $0.00001F1,F4,F6 | Oct 31, 2018 | S | 583,756 | $18.05 | D | 5,416,244 | I | See Footnotes |
| Common Stock, par value $0.00001F5,F6 | holding | — | — | — | 261,918 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant to Purchase Common StockF2,F6 | $16.00 | holding | — | — | — | May 30, 2017 | Jun 29, 2021 | Common Stock | 187,500 | 187,500 | I |
| Warrant to Purchase Common StockF3,F6 | $16.00 | holding | — | — | — | May 30, 2017 | Jun 29, 2021 | Common Stock | 225,000 | 225,000 | I |
| Warrant to Purchase Common StockF4,F6 | $16.00 | holding | — | — | — | Oct 19, 2017 | Jun 29, 2021 | Common Stock | 185,500 | 185,500 | I |
Explanation of responses
- F1Represents shares of common stock sold to the underwriters pursuant to an underwritten public offering that closed on October 31, 2018. The price per share received by the reporting person is equal to the public offering price of $19.00, less the underwriting discount.
- F2These securities are held by Mistral Sac Holdings, LLC ("MSH"). Mr. Heyer indirectly has sole investment and dispository power over these securities.
- F3These securities are held by Mistral Sac Holdings 3, LLC ("MSH3"). Mr. Heyer indirectly has sole investment and dispository power over these securities.
- F4These securities are held by SAC Acquisition LLC ("SAC"). Mr. Heyer indirectly has sole investment and dispository power over these shares.
- F5These securities are held by Mistral Sac Holdings 4, LLC ("MSH4"). Mr. Heyer indirectly has sole investment and dispository power over these securities.
- F6By reason of the provisions of Rule 16a-1 of the Exchange Act, Mr. Heyer may be deemed to be beneficial owners of certain of the securities that are deemed to be beneficially owned by SAC, MSH, MSH3 and MSH4. Mr. Heyer disclaims beneficial ownership of the securities owned by SAC, MSH, MSH3 and MSH4, except to the extent of Mr. Heyer's pecuniary interest therein.