Statement of Changes in Beneficial Ownership (4)

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

1. Name and Address of Reporting Person ^* Colquhoun James	2. Issuer Name and Ticker or Trading Symbol GAIA, INC [ GAIA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) 833 W SOUTH BOULDER ROAD, BLDG G	3. Date of Earliest Transaction (MM/DD/YYYY) 6/18/2020
(Street) LOUISVILLE, CO 80027 (City) (State) (Zip)	4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	6/18/2020		C		206542	A	⁽¹⁾	871719 ⁽²⁾	I	By Colquhoun ten Bosch Family Trust
Class A Common Stock	6/18/2020		C		40728	A	⁽³⁾	871719 ⁽²⁾	I	By Food Matters Holdings Unit Trust
Class A Common Stock	6/18/2020		J⁽⁴⁾		139617	A	⁽⁴⁾	871719 ⁽²⁾	I	By Colquhoun ten Bosch Family Trust

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Convertible Secured Promissory Note	$7.16	6/18/2020		C			208589 ⁽⁵⁾	⁽⁶⁾	1/2/2021	Class A Common Stock	208589 ⁽⁵⁾	$1450000.00 ⁽⁷⁾	0	I	By Colquhoun ten Bosch Family Trust
Convertible Secured Promissory Note	$7.51	6/18/2020		C			41145 ⁽⁵⁾	⁽⁶⁾	1/2/2021	Class A Common Stock	41145 ⁽⁵⁾	$300000.00 ⁽⁷⁾	0	I	By Food Matters Holdings Unit Trust

Explanation of Responses:
(1)	Issued for conversion of convertible secured promissory note with outstanding principal of $1,450,000 plus $28,841.10 of accrued but unpaid interest through the conversion date.
(2)	Includes 751,050 shares owned by the Colquhoun ten Bosch Family Trust for which the reporting person is trustee and 120,669 shares owned by Food Matters Holdings Unit Trust for which the reporting person is trustee.
(3)	Issued for conversion of convertible secured promissory note with outstanding principal of $300,000 plus $5,868.49 of accrued but unpaid interest through the conversion date.
(4)	Issued as additional consideration for acquisition consummated in June 2019 as disclosed in the Form 10-Q filed with the SEC on August 6, 2019.
(5)	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.
(6)	30 days after notice to issuer.
(7)	Represents principal value of the note.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Colquhoun James 833 W SOUTH BOULDER ROAD, BLDG G LOUISVILLE, CO 80027	X