SEC FORM 3/A

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Roberts Brad Michael

(Last)

(First)

(Middle)

C/O LIFEMD, INC., 800 THIRD

AVENUE, SUITE 2800

(Street)

NEW YORK,

10022

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
12/21/2020

3. Issuer Name and Ticker or Trading Symbol
LifeMD, Inc. [ LFMD ]

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

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

5. If Amendment, Date of Original Filed (Month/Day/Year)
02/03/2021

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	62,632⁽¹⁾⁽²⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Options to purchase shares of Common Stock	⁽³⁾	⁽³⁾	Common Stock, par value $0.001	200,000	⁽³⁾	D⁽³⁾

Explanation of Responses:

1. This Form 3 amendment is being filed to correct the number of shares directly owned Mr. Roberts as of December 21, 2021.

2. Consisting of: (i) 10,000 restricted stock units of the Company's common stock; (ii) 52,632 shares of common stock of the Issuer, purchased by Mr. Roberts on November 6, 2020, in a private placement offering by the Company.

3. Pursuant to the terms of the amended and restated employment agreement, by and between Mr. Roberts and the Issuer, on January 8, 2021 (the "Effective Date"), Mr. Roberts was granted: (i) 10,000 restricted stock units of the Company's common stock (the "RSUs") which shall vest on December 21, 2021; and (ii) stock options to purchase up to 200,000 shares of the Company's common stock at an exercise price of $7.50 per share (the "Stock Options"). 35,000 of the Stock Options vested on the Effective Date, with the remaining Stock Options scheduled to vest in equal monthly tranches, based on the passage of time, over the 30 months following the approval of the Effective Date.

	/s/ Brad Roberts	04/29/2021
	** 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 5 (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.
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