FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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
                      

1. Name and Address of Reporting Person *

Colquhoun James
2. Date of Event Requiring Statement (MM/DD/YYYY)
4/23/2020 

3. Issuer Name and Ticker or Trading Symbol

GAIA, INC [GAIA]
(Last)        (First)        (Middle)

833 W SOUTH BOULDER ROAD, BLDG G
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                          _____ 10% Owner
_____ Officer (give title below)        _____ Other (specify below)
(Street)

LOUISVILLE, CO 80027      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Convertible Secured Promissory Note  (1)1/2/2021 Class A Common Stock 208589 (2)$7.16 I By Colquhoun ten Bosch Family Trust 
Convertible Secured Promissory Note  (1)1/2/2021 Class A Common Stock 41145 (2)$7.51 I By Food Matters Holdings Unit Trust 

Explanation of Responses:
(1) 30 days after notice to the issuer.
(2) Principal and accrued interest on the note are convertible into shares and interest accrues at the rate of 2%, compounded monthly. Number of shares listed is based on the outstanding principal and interest that would accrue if the note remains outstanding until its maturity on January 2, 2021.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Colquhoun James
833 W SOUTH BOULDER ROAD, BLDG G
LOUISVILLE, CO 80027
X



Signatures
Paul Tarell Attorney in Fact for James Colquhoun4/24/2020
**Signature of Reporting PersonDate

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