cbdMD (YCBD) Form 4 cbdMD / Martin A. Sumichrast ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Sumichrast Martin A.

(Last) (First) (Middle)

C/O 8845 RED OAK BLVD

(Street)

CHARLOTTE NC 28217

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
cbdMD, Inc. [ YCBD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chairman & CO-CEO

3. Date of Earliest Transaction (Month/Day/Year)
04/19/2012

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock option(1)	$3.39	04/19/2021		A		250,000		01/01/2022	01/01/2027	Common stock	250,000	$0	250,000	D
stock option(1)	$3.39	04/19/2021		A		250,000		01/01/2023	01/01/2028	Common stock	250,000	$0	250,000	D
Stock option(1)	$3.39	04/19/2021		A		250,000		01/01/2024	01/01/2029	Common stock	250,000	$0	250,000	D
Restricted stock award(2)	$0	04/19/2021		A		250,000		01/01/2022	01/01/2022	Common stock	250,000	$0	250,000	D
Restricted stock award(2)	$0	04/19/2021		A		250,000		01/01/2023	01/01/2023	Common stock	250,000	$0	250,000	D
Restricted stock award(2)	$0	04/19/2021		A		250,000		01/01/2024	01/01/2024	Common stock	250,000	$0	250,000	D

Explanation of Responses:

1. Represents grants of stock options to the Reporting Person under the Issuer's 2021 Equity Compensation Plan (the "2021 Plan") pursuant to the terms and conditions of the Amended and Restated Executive Employment Agreement dated April 19, 2012 by and between the Issuer and the Reporting Person (the "Sumichrast Employment Agreement").

2. Represents grants of restricted stock awards to the Reporting Person under the 2021 Plan pursuant to the terms and conditions of the Sumichrast Employment Agreement.

	/s/ Martin A. Sumichrast	04/20/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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