Form Type: 4

SEC EDGAR Link
Accession Number:0001213900-20-023460
Date:2020-08-20
Issuer: PURPLE INNOVATION, INC. (PRPL)
Original Submission Date:

Reporting Person:

PEARCE TONY MARION
801 S. 1230 E
ALPINE, UT 84004

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2020-08-20 C 16,750,450 a $0.00 16,750,450 indirect
CLASS A COMMON STOCK 2020-08-20 S 3,150,450 d $20.20 13,600,000 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
CLASS B COMMON STOCK 0.0 2020-08-20 deemed execution date C 16,750,450 (d) class a common stock 16,750,450 $0.00 0 indirect by innohold, llc
Footnotes
IDfootnote
f1 on august 20, 2020, innohold, llc ("innohold"), converted 16,750,450 shares of class b common stock (together with a corresponding number of class b units of purple innovation llc) for 16,750,450 shares of class a common stock, in the manner described under the heading "exchange agreement" in the issuer's current report on form 8-k filed february 8, 2018, as amended.
f2 on august 20, 2020, in a block trade, innohold sold 3,150,450 shares of class a common stock for a price per share of $20.20.
f3 the shares of class b common stock are convertible at any time (together with a corresponding number of class b units of purple innovation llc) for shares of the issuer's class a common stock, par value $0.0001 per share, as described under the heading "exchange agreement" in the issuer's current report on form 8-k filed february 8, 2018, as amended.
f4 includes shares of class b common stock held directly by innohold. as one of the two managers of innohold, mr. pearce has voting and investment control over and may be considered the beneficial owner of all stock owned by innohold. mr. pearce disclaims beneficial ownership of such securities, and this report shall not be deemed an admission that mr. pearce is the beneficial owner of the securities for purposes of section 16 or for any other purpose, except to the extent of his pecuniary interest therein, if any. mr. pearce is not deemed to beneficially own the shares held directly by terry v. pearce or any other individuals.
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