Amended Statement of Changes in Beneficial Ownership (4/a)
March 05 2020 - 3:13PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
MAISEL DAVID |
2. Issuer Name and Ticker or Trading Symbol
GAIA, INC
[
GAIA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
833 W SOUTH BOULDER RD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/24/2019 |
(Street)
LOUISVILLE, CO 80027
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
10/28/2019 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. 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
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Restricted Stock Units | (1) | 10/24/2019 | | A (2) | | 3900 | | (3) | (3) | Class A Common Stock | 3900 | $0.00 | 39000 | D | |
Director Stock Option | $7.81 | 10/24/2019 | | D (2) | | | 50000 | (2) | 9/8/2026 | Class A Common Stock | 50000 | $0.00 | 100000 | D | |
Explanation of Responses: |
(1) | Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of the Issuer's Class A Common Stock. |
(2) | The unvested portion of the option was canceled by mutual agreement of the reporting person and the issuer in connection with the issuer's grant of restricted stock units to the reporting person. The remaining options outstanding are vested and available for exercise. |
(3) | The RSUs vest on the date of the Annual Shareholder Meeting in April 2020, subject to continued services as a Director. Vested Class A Common Stock will be delivered to the reporting person within sixty days following the date on which the RSUs vest. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
MAISEL DAVID 833 W SOUTH BOULDER RD LOUISVILLE, CO 80027 | X |
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Signatures
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/S/ Paul Tarell Attorney-In-Fact for David Maisel | | 3/5/2020 |
**Signature of Reporting Person | Date |
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