Satori Capital, Llc bought $3,864,294 worth of shares (151,784 units at $25.46) (SEC Form 4)
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Other Specialty Stores
Consumer Discretionary
| 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| 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
Lovesac Co [ LOVE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/11/2023 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 12/11/2023 | P | 88,538 | A | $25.43(1) | 557,648 | I | See footnote(2)(3) | ||
| Common Stock | 12/12/2023 | P | 63,246 | A | $25.5(4) | 620,894 | I | See footnote(2)(3) | ||
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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) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. The price reported in Column 4 is a weighted average price. These shares were acquired in multiple transactions at prices ranging from $24.91 to $25.80, inclusive. The reporting person undertakes to provide to The Lovesac Company, any security holder of The Lovesac Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the range set forth in this footnote (1). |
| 2. Satori Capital Strategic Opportunities GP, LLC ("Satori CSOGP") is the general partner of Satori Capital Strategic Opportunities, LP ("Satori CSO"), Satori Capital III GP, LLC ("SCIIIGP") is the general partner of Satori Capital III, LP ("SCIII") and Satori Co-Investment Partners GP, LLC ("COIPGP") is the general partner of Satori Co-Investment Partners LP ("Satori COIP"). SCGPM, LLC ("SCGPM") is the manager of Satori CSOGP, SCIIIGP and COIPGP and may be deemed to share voting and dispositive power with respect to the shares held by Satori CSO, SCIII and Satori COIP. SCGPM is wholly owned and controlled by Satori Capital, LLC ("Satori Capital"), which is indirectly owned and controlled by Sunny Vanderbeck and Randy Eisenman through entities that Sunny Vanderbeck or Randy Eisenman own or control. |
| 3. By reason of the provisions of Rule 16a-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), Mr. Grafer may be deemed to have beneficial ownership of certain of the securities that are beneficially owned by Satori CSO, SCIII and Satori COIP. Mr. Grafer disclaims beneficial ownership of the securities owned by Satori CSO, SCIII and Satori COIP, and the filing of this Form 4 shall not be deemed an admission that Mr. Grafer is the beneficial owner of the securities for purposes of Section 16 of the Exchange Act or for any other purpose. |
| 4. The price reported in Column 4 is a weighted average price. These shares were acquired in multiple transactions at prices ranging from $24.89 to $25.81, inclusive. The reporting person undertakes to provide to The Lovesac Company, any security holder of The Lovesac Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares acquired at each separate price within the range set forth in this footnote (3). |
| Satori Capital, LLC /s/ Sunny Vanderbeck By: Sunny Vanderbeck Title: President | 12/13/2023 | |
| /s/ John Richard Grafer John Richard Grafer | 12/13/2023 | |
| SCGPM, LLC /s/ Sunny Vanderbeck By: Sunny Vanderbeck Title: President | 12/13/2023 | |
| Satori Capital Strategic Opportunities GP, LLC By: SCGPM, LLC, its Manager, /s/ Sunny Vanderbeck By: Sunny Vanderbeck Title: President | 12/13/2023 | |
| Satori Capital III GP, LLC By: SCGPM, LLC, its Manager, /s/ Sunny Vanderbeck By: Sunny Vanderbeck Title: President | 12/13/2023 | |
| Satori Capital Strategic Opportunities, LP By: Satori Capital Strategic Opportunities GP, LLC, its General Partner, By: SCGPM, LLC, its Manager, /s/ Sunny Vanderbeck By: Sunny Vanderbeck Title: President | 12/13/2023 | |
| Satori Capital III, LP By: Satori Capital III GP, LLC, its General Partner, By: SCGPM, LLC, its Manager, /s/ Sunny Vanderbeck By: Sunny Vanderbeck Title: President | 12/13/2023 | |
| Satori Co-Investment Partners LP By: Satori Co-Investment Partners GP, LLC, its General Partner, By: SCGPM, LLC, its Manager, /s/ Sunny Vanderbeck By: Sunny Vanderbeck Title: President | 12/13/2023 | |
| /s/ Sunny Vanderbeck By: Sunny Vanderbeck | 12/13/2023 | |
| /s/ Randy Eisenman By: Randy Eisenman | 12/13/2023 | |
| ** 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. | ||