Mary Fox Form 4 Lovesac / Mary Fox 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^*

Fox Mary

(Last) (First) (Middle)

C/O THE LOVESAC COMPANY

TWO LANDMARK SQUARE, SUITE 300

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Lovesac Co [ LOVE ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
04/15/2023

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
Common Stock, $0.00001 par value	04/15/2023		F		1,313(1)	D	$28.49	11,092	D
Common Stock, $0.00001 par value	04/15/2023		M		2,772(2)	A	$0	13,864	D
Common Stock, $0.00001 par value	04/15/2023		F		1,366(3)	D	$28.49	12,498	D

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
Restricted Stock Units	(4)	04/15/2023		A		14,544		(5)	(5)	Common Stock	14,544	$0	14,544	D
Restricted Stock Units (Performance-based Vesting)	(4)	04/15/2023		A		14,544		(5)	(5)	Common Stock	14,544	$0	29,088	D
Restricted Stock Units	(4)	04/15/2023		M			2,772	(2)	(2)	Common Stock	2,772	$0	5,544	D

Explanation of Responses:

1. The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the settlement of the first tranche of performance-based RSUs granted on April 15, 2022 that vested on March 23, 2023. No shares were sold.

2. The reported shares were acquired upon the vesting of the first tranche of time-based RSUs granted on April 15, 2022.

3. The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the settlement of the first tranche of time-based RSUs granted on April 15, 2022. No shares were sold.

4. Each RSU represents the contingent right to receive, upon vesting and settlement of the RSU, one share of the Issuer's common stock.

5. On April 15, 2023, the Reporting Person received a grant of 29,088 RSUs, of which (a) 50% vest in three equal installments on the first, second and third anniversaries of the grant date, and (b) 50% vest in three tranches with each tranche eligible to vest based on the Issuer's achievements of certain financial performance targets for the applicable performance period.

Remarks:

	/s/ Megan C. Preneta, as Attorney-in-Fact for Mary Fox	04/18/2023
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.