Pearce Terry Vernon 4
4 · Purple Innovation, Inc. · Filed Nov 21, 2019
Insider Transaction Report
Form 4
Pearce Terry Vernon
DirectorCo-Director of R&D10% Owner
Transactions
- Conversion
Class B Common Stock
2019-11-19−1,223,932→ 0 total→ Class A Common Stock (1,223,932 underlying) - Conversion
Class A Common Stock
2019-11-19+7,552,136→ 7,552,136 total(indirect: By LLC) - Sale
Class A Common Stock
2019-11-19$7.00/sh−7,552,136$52,864,952→ 0 total(indirect: By LLC) - Conversion
Class B Common Stock
2019-11-19−7,552,136→ 31,558,701 total(indirect: By LLC)→ Class A Common Stock (7,552,136 underlying) - Conversion
Class A Common Stock
2019-11-19+1,223,932→ 1,223,932 total - Sale
Class A Common Stock
2019-11-19$7.00/sh−1,223,932$8,567,524→ 0 total
Footnotes (6)
- [F1]On November 19, 2019, Mr. Pearce converted 1,223,932 shares of Class B Common Stock (together with a corresponding number of Class B Units of Purple Innovation LLC) for 1,223,932 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 November 19, 2019, in an underwritten offering of the Issuer's Class A Common Stock by certain selling stockholders, Mr. Pearce sold an aggregate amount of 1,223,932 shares of Class A Common Stock for a price per share of $7.00. Such price per share does not reflect underwriter discounts or fees.
- [F3]On November 19, 2019, InnoHold, LLC ("InnoHold"), converted 7,552,136 shares of Class B Common Stock (together with a corresponding number of Class B Units of Purple Innovation LLC) for 7,552,136 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. 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 Tony M. Pearce or any other individuals.
- [F4]On November 19, 2019, in an underwritten offering of the Issuer's Class A Common Stock by certain selling stockholders, InnoHold sold an aggregate amount of 7,552,136 shares of Class A Common Stock for a price per share of $7.00. Such price per share does not reflect underwriter discounts or fees.
- [F5]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.
- [F6]Includes shares of Class B Common Stock held directly by InnoHold, LLC ("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 Tony M. Pearce or any other individuals.