Nelson Shawn David 4

What Happened

• Shawn D. Nelson, CEO of Lovesac Co. (LOVE), had multiple restricted stock unit (RSU) tranches vest on April 15, 2026 and also received new RSU grants. Vested/converted shares included 4,848 and 17,066 shares (from prior RSU grants). A total of 19,081 shares were withheld to cover tax liabilities at $16.65 per share, totaling $317,698. On the same date he received two RSU grants of 77,701 shares each (total 155,402 RSUs) — one time‑based (three annual installments) and one performance‑based (vesting subject to multi‑year performance targets), both recorded at $0.00.

Key Details

• Transaction date: April 15, 2026; Form 4 filed April 17, 2026 (appears timely).
• Withheld shares for taxes: 19,081 shares at $16.65 = $317,698 (these were tax withholdings, not open‑market sales).
• New grants: 2 awards × 77,701 RSUs = 155,402 RSUs (one time‑based vesting in three installments; one performance‑based payable after a three‑year performance period).
• Vested/converted shares from prior grants: 4,848 (third tranche, 4/15/2023 grant) and 17,066 (first tranche, 4/15/2025 grant).
• Footnotes: filings note tax withholding to satisfy liabilities (no shares sold) and describe performance vesting conditions (see F1–F10).
• Shares owned after transactions: not specified in the provided filing excerpt.

Context

• RSUs: each RSU represents a contingent right to one share upon vesting. The filing shows settlements of vested RSUs (conversion/exercise entries) and withholding of a portion to cover taxes — a routine administrative action, not an open‑market sale. The performance RSUs granted on April 15, 2026 vest only if pre‑established targets are met and are payable at the end of the performance period. Transaction codes in the filing: M = exercise/conversion of derivative, F = tax withholding, A = grant/award.