Form 4 - Statement of changes in beneficial ownership of securities
July 19 2024 - 12:24PM
Edgar (US Regulatory)
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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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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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). |
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Luvu Brands, Inc.
[ LUVU ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
X |
Officer (give title below) |
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Other (specify below) |
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Chief Financial Officer |
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3. Date of Earliest Transaction
(Month/Day/Year) 01/15/2024
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Stock Options (Right to Buy)
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$0.08
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04/01/2024 |
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A |
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200,000 |
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04/01/2024 |
04/01/2029 |
Common Stock |
200,000 |
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200,000 |
D |
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Stock Options (Right to Buy)
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$0.08
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07/01/2024 |
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A |
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200,000 |
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07/01/2024 |
07/01/2029 |
Common Stock |
200,000 |
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200,000 |
D |
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Explanation of Responses: |
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/s/ Christopher Knauf |
07/19/2024 |
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** 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. |
Exhibit 24
POWER OF ATTORNEY
Know
all by these presents that the undersigned hereby constitutes and
appoints each of Louis Friedman and Brian Pearlman, signing singly,
the undersigned’s true and lawful attorney-in-fact to do each
of the following, provided, however, that the Power of
Attorney shall not be used unless the undersigned’s signature
is required and he is unavailable:
(1)
prepare and execute
for and on behalf of the undersigned, in the undersigned’s
capacity as an officer, director or 10% beneficial owner of
securities of Luvu Brands, Inc. (the “Company”), Forms
4 and 5 in accordance with Section 16(a) of the Securities Exchange
Act of 1934 (the “Exchange Act”) and the rules
thereunder, and any other forms or reports the undersigned may be
required to file in connection with the undersigned’s
ownership, acquisition, or disposition of securities of the
Company;
(2)
prepare and execute
Forms 144 required to be filed under the Securities Act of 1933
(the “Securities Act”);
(3)
do and perform any
and all acts for and on behalf of the undersigned which may be
necessary or desirable to complete and execute any such Forms 4 or
5, or other form or report, and timely file such form or report
with the United States Securities and Exchange Commission and any
stock exchange or similar authority; and
(4)
take any other
action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact’s discretion.
The
undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing
whatsoever requisite, necessary, or proper to be done in the
exercise of any of the rights and powers herein granted, as fully
to all intents and purposes as the undersigned might or could do if
personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney
and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned’s
responsibilities to comply with Section 16 of the Exchange
Act.
This
Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 4 and 5 with
respect to the undersigned’s holdings of and transactions in
securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.
IN
WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 19th day of July,
2024.
Exhibit 24
POWER OF ATTORNEY
Know
all by these presents that the undersigned hereby constitutes and
appoints each of Louis Friedman and Brian Pearlman, signing singly,
the undersigned’s true and lawful attorney-in-fact to do each
of the following, provided, however, that the Power of
Attorney shall not be used unless the undersigned’s signature
is required and he is unavailable:
(1)
prepare and execute
for and on behalf of the undersigned, in the undersigned’s
capacity as an officer, director or 10% beneficial owner of
securities of Luvu Brands, Inc. (the “Company”), Forms
4 and 5 in accordance with Section 16(a) of the Securities Exchange
Act of 1934 (the “Exchange Act”) and the rules
thereunder, and any other forms or reports the undersigned may be
required to file in connection with the undersigned’s
ownership, acquisition, or disposition of securities of the
Company;
(2)
prepare and execute
Forms 144 required to be filed under the Securities Act of 1933
(the “Securities Act”);
(3)
do and perform any
and all acts for and on behalf of the undersigned which may be
necessary or desirable to complete and execute any such Forms 4 or
5, or other form or report, and timely file such form or report
with the United States Securities and Exchange Commission and any
stock exchange or similar authority; and
(4)
take any other
action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact’s discretion.
The
undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing
whatsoever requisite, necessary, or proper to be done in the
exercise of any of the rights and powers herein granted, as fully
to all intents and purposes as the undersigned might or could do if
personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact’s substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney
and the rights and powers herein granted. The undersigned
acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned’s
responsibilities to comply with Section 16 of the Exchange
Act.
This
Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 4 and 5 with
respect to the undersigned’s holdings of and transactions in
securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.
IN
WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 19th day of July,
2024.
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