4//SEC Filing
Walters Happy David 4
Accession 0001493152-21-004878
CIK 0000948320other
Filed
Feb 25, 7:00 PM ET
Accepted
Feb 26, 10:04 AM ET
Size
8.6 KB
Accession
0001493152-21-004878
Insider Transaction Report
Form 4
LifeMD, Inc.LFMD
Walters Happy David
Director
Transactions
- Other
Common Stock, par value $0.001
2021-02-24+800,000→ 1,336,300 total - Award
Common Stock, par value $0.001
2021-02-24+1,200,000→ 1,200,000 total(indirect: By LLC)
Footnotes (5)
- [F1]800,000 not then but now issuable shares deemed acquired from Issuer by Blue Horizon Consulting LLC in October 2020, as a result of Issuer's attainment of specified revenue targets at that time, and 400,000 not then but now issuable shares deemed acquired from Issuer by Blue Horizon Consulting LLC in December 2020, as a result of Issuer's attainment of specified revenue targets at that time, pursuant to a Consulting Agreement between Blue Horizon and Issuer (the "Agreement") in conjunction with Issuer's equity incentive performance share Award grant to Reporting Person pursuant to the Agreement, all as approved in advance by Issuer's Board of Directors. These transactions are exempt from Section 16(b) by virtue of SEC Rule 16b-3(d).
- [F2]Shares issued for no consideration upon satisfaction of performance criteria underlying Award of performance shares.
- [F3]Newly issued shares beneficially owned by Reporting Person, as sole owner and President of Blue Horizon Consulting LLC, and, hence, reported as owned indirectly by him.
- [F4]Reflects distribution of 800,000 of Reporting Person's indirectly owned shares on October 17, 2020, by Blue Horizon Consulting LLC to Reporting Person as sole owner of Blue Horizon, resulting in a mere change of Reporting Person's ownership from indirect to direct. This distribution was not reportable when made, being only a change in form of ownership, with no change in Reporting Person's pecuniary interest and, therefore, exempt from reporting at time of distribution by SEC Rule 16a-13 and Exchange Act Release No. 34-37260, note 117 (1996).
- [F5]Number of shares currently reported as directly owned by Reporting Person consists of the 800,000 shares previously reported as indirectly and now directly owned, plus the 536,300 shares previously reported as directly owned by Reporting Person in Form 4 filings prior to October 17, 2020.
Documents
Issuer
LifeMD, Inc.
CIK 0000948320
Entity typeother
Related Parties
1- filerCIK 0001779815
Filing Metadata
- Form type
- 4
- Filed
- Feb 25, 7:00 PM ET
- Accepted
- Feb 26, 10:04 AM ET
- Size
- 8.6 KB