0001213900-20-014540.txt : 20200609
0001213900-20-014540.hdr.sgml : 20200609
20200609173835
ACCESSION NUMBER: 0001213900-20-014540
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200605
FILED AS OF DATE: 20200609
DATE AS OF CHANGE: 20200609
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Krause Albert Jack
CENTRAL INDEX KEY: 0001729258
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38555
FILM NUMBER: 20952886
MAIL ADDRESS:
STREET 1: 2 LANDMARK SQUARE
STREET 2: SUITE 300
CITY: STAMFORD
STATE: CT
ZIP: 06820
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Lovesac Co
CENTRAL INDEX KEY: 0001701758
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FURNITURE STORES [5712]
IRS NUMBER: 320514958
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0202
BUSINESS ADDRESS:
STREET 1: TWO LANDMARK SQUARE, SUITE 300
CITY: STAMFORD
STATE: CT
ZIP: 06901
BUSINESS PHONE: 203-817-2279
MAIL ADDRESS:
STREET 1: TWO LANDMARK SQUARE, SUITE 300
CITY: STAMFORD
STATE: CT
ZIP: 06901
4
1
ownership.xml
X0306
4
2020-06-05
0
0001701758
Lovesac Co
LOVE
0001729258
Krause Albert Jack
TWO LANDMARK SQUARE, SUITE 300
STAMFORD
CT
06901
0
1
0
0
President and COO
Common Stock, $0.00001 par value
2020-06-05
4
A
0
2668
0
A
124418
D
Common Stock, $0.00001 par value
2020-06-05
4
F
0
1172
17.84
D
123246
D
Common Stock, $0.00001 par value
2020-06-05
4
A
0
2668
0
A
125914
D
Common Stock, $0.00001 par value
2020-06-05
4
F
0
1172
17.84
D
124742
D
Restricted Stock Units
2020-06-05
4
M
0
2668
0
D
Common Stock
2668
13342
D
Restricted Stock Units
2020-06-05
4
M
0
2668
0
D
Common Stock
2668
10674
D
Restricted Stock Units
2020-06-05
4
A
0
42867
0
A
Common Stock
42867
42867
D
Nonstatutory Stock Option (Right to Buy)
38.10
2020-06-05
4
D
0
110081
D
2029-06-05
Common Stock
110081
0
D
Nonstatutory Stock Option (Right to Buy)
38.10
2020-06-05
4
A
0
110081
A
2029-06-05
Common Stock
110081
110081
D
Each restricted stock unit ("RSU") represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock.
On June 5, 2019, the reporting person received a grant of 16,010 RSUs, of which (a) 50% are subject to a three-year time based vesting schedule, vesting 33.34% on the first anniversary of the grant date and vesting 33.33% on each of the second and third year anniversaries of the grant date, and (b) 50% are performance based granted in three tranches with each tranche being conditioned upon the achievement of certain adjusted annual revenue and earnings before interest, taxes, depreciation, and amortization (Adjusted EBITDA) performance versus pre-established targets. 2,668 of the time vested RSUs vested on June 5, 2020.
In connection with the June 5, 2019 RSU grant, the first tranche of performance based RSUs vested upon achievement of the performance conditions.
The reporting person received a grant of 42,867 RSUs, of which (a) 50% are subject to a three-year time based vesting schedule, vesting 33.34% on the first anniversary of the grant date and vesting 33.33% on each of the second and third year anniversaries of the grant date, and (b) 50% are performance based granted in three tranches with each tranche being conditioned upon the achievement of certain adjusted annual revenue and earnings before interest, taxes, depreciation, and amortization (Adjusted EBITDA) performance versus pre-established targets.
The two reported transactions involved an amendment of an outstanding option, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. The option was originally granted on June 5, 2019 and provides for 100% vesting on the first trading day after the date on which the closing price of the Issuer's common stock has been at least $75 (subject to adjustment) for 60 consecutive trading days (the "Stock Price Goal"), so long as the Stock Price Goal is attained by June 5, 2024 (the previously granted option required the Stock Price Goal be achieved prior to June 5, 2022) and the reporting person has remained in continuous service through such date (both, the "Additional Vesting Conditions"). If the Stock Price Goal is not attained or the Additional Vesting Conditions are not satisfied, then the stock options will terminate and be of no further effect on the earlier of June 5, 2024 or the reporting person's termination of service.
/s/ Jack Krause
2020-06-09