Friedman Michael Form 4/A iMedia Brands / Michael Friedman 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^*

Friedman Michael

(Last) (First) (Middle)

6740 SHADY OAK ROAD

(Street)

EDEN PRAIRIE MN 55344-3433

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
iMedia Brands, Inc. [ IMBI ]

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

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)
05/13/2022

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
Common Stock	05/11/2022		A(1)		195,440	A	$3.07	1,182,063	D
Common Stock								147,347	I	By LLC

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
Warrants (right to buy)	$2.94	05/11/2022		A(1)		195,440		(2)	(2)	Common Stock	195,440	$0(3)	195,440	D

Explanation of Responses:

1. This amendment is being filed solely to indicate transaction code "A" for all transactions reported because all reported purchases from the issuer were approved by the board or a committee of non-employee directors in accordance with Rule 16b-3(d).

2. Once issued, exercisable upon the effective date of an amendment to the issuer's articles of incorporation to increase the number of authorized shares of the issuer's common stock to at least 40 million shares (such date, the "Effective Date"), which requires receipt of shareholder approval (such approval, "Shareholder Approval"), until the earlier of (a) five years from the Effective Date and (b) six years from the date of warrant issuance.

3. Represents warrants that are to be issued to the registrant within 180 days of the receipt of Shareholder Approval. The issuer committed to issue such warrants in connection with its direct registered offering.

	/s/ Jonathan Zimmerman, Attorney-in-Fact	06/10/2022
	** 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).
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