X0206 3 2018-06-26 0 0001701758 Lovesac Co LOVE 0001259062 HEYER ANDREW R C/O MISTRAL EQUITY PARTNERS 650 FIFTH AVENUE, 10TH FLOOR NEW YORK NY 10019 1 0 1 0 Common Stock, par value $0.00001 15000000 I See footnotes Warrant to Purchase Common Stock 7.60 2017-05-30 Common Stock, par value $0.00001 187500 I See footnotes Warrant to Purchase Common Stock 7.60 2017-05-30 Common Stock, par value $0.00001 156250 I See footnotes Warrant to Purchase Common Stock 7.60 2017-05-30 Common Stock, par value $0.00001 65625 I See footnotes Warrant to Purchase Common Stock 7.60 2017-05-30 Common Stock, par value $0.00001 3125 I See footnotes Warrant to Purchase Common Stock 7.60 2017-10-19 Common Stock, par value $0.00001 185500 I See footnotes Series A Convertible Preferred Stock, par value $0.00001 Common Stock, par value $0.00001 300000 I See footnotes Series A Convertible Preferred Stock, par value $0.00001 Common Stock, par value $0.00001 360000 I See footnotes Series A-2 Convertible Preferred Stock, par value $0.00001 Common Stock, par value $0.00001 212000 I See footnotes These shares are held by SAC Acquisition LLC ("SAC"). Mr. Heyer indirectly has sole investment and dispository power over these shares. Each warrant expires on the first to occur of (a) three years from the date of the earlier of (x) the Issuer's initial public offering or (y) a qualified financing, (b) the fifth anniversary of the date of issuance, or (c) the occurrence of any voluntary or involuntary liquidation, dissolution, winding up, or similar event of the Issuer. Pursuant to the terms of each warrant, the exercise price of each warrant will automatically adjust to be equal to the purchase price or deemed purchase price per share of common stock in the Issuer's initial public offering. These securities are held by Mistral Sac Holdings, LLC ("MSH"). Mr. Heyer indirectly has sole investment and dispository power over these securities. These securities are held by Mistral Sac Holdings 3, LLC ("MSH3"). Mr. Heyer indirectly has sole investment and dispository power over these securities. These securities are held by Mistral Sac Holdings 4, LLC ("MSH4"). Mr. Heyer indirectly has sole investment and dispository power over these securities. Immediately prior to the completion of the Issuer's initial public offering, the preferred stock, along with the aggregate accrued or accumulated and unpaid dividends thereon, will convert into shares of the Issuer's common stock at a conversion price determined in accordance with the terms of the certificate of designations of each series of preferred stock. By 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. /s/ Andrew R. Heyer 2018-07-20