Amended Statement of Changes in Beneficial Ownership (4/a)
January 06 2021 - 04:09PM
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
*
Rose Justin |
2. Issuer Name and Ticker or Trading Symbol
Lifevantage Corp
[
LFVN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Sales &Marketing Officer |
(Last)
(First)
(Middle)
9785 SOUTH MONROE STREET, SUITE 400 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/1/2021 |
(Street)
SANDY, UT 84070
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
1/6/2021 |
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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Common Stock | 1/1/2021 | | M | | 1177 (1) | A | $0 (2) | 154519 | D | |
Common Stock | 1/1/2021 | | M | | 215 (3) | A | $0 (2) | 154734 | D | |
Common Stock | 1/1/2021 | | F | | 1287 (4) | D | $9.32 | 153447 | D | |
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 |
Performance Stock Units | (2) | 1/1/2021 | | M | | | 1177 | (1) | (1) | Common Stock | 1177.0 | $0 | 2355 (1)(5) | D | |
Performance Stock Units | (2) | 1/1/2021 | | M | | | 215 | (3) | (3) | Common Stock | 215.0 | $0 | 1290 (3) | D | |
Explanation of Responses: |
(1) | On November 15, 2018 the reporting person was granted PSUs which vest only to the extent the specified financial performance criteria are achieved and subject to the reporting person's continued service with the issuer, as follows: (i) 5/12 of the earned award vested on the first anniversary of the grant date and (ii) an additional 1/12 of the earned award will vest on the first day of each calendar quarter thereafter. The reporting person initially reported the number of shares that were eligible to be earned at target-level performance achievement. The performance criteria were achieved at a level above target; accordingly, the reporting person is eligible to earn 162% of the target number of units. The actual number of shares that vested on the reported transaction date was 162% of the at-target number of shares subject to vesting on that date and the number of PSUs beneficially owned following the reported transaction has been updated to reflect 162% of the target number of units. |
(2) | Performance Stock Units ("PSUs") convert into common stock on a one-for-one basis. |
(3) | On December 5, 2019 the reporting person was granted PSUs which vest only to the extent specified financial performance criteria are achieved and subject to the reporting person's continued service with the issuer, as follows: (i) 5/12 of the earned award vested on the first anniversary of the grant date and (ii) an additional 1/12 of the earned award will vest on the first day of each calendar quarter thereafter. The reporting person initially reported the number of shares that were eligible to be earned at target-level performance achievement. The performance criteria were achieved at a level below target; accordingly, the reporting person is eligible to earn 50.99% of the target number of units. The actual number of shares that vested on the reported transaction date was 50.99% of the at-target number of shares subject to vesting on that date and the number of PSUs beneficially owned following the reported transaction has been updated to reflect 50.99% of the target number of units. |
(4) | These shares were withheld to satisfy tax withholding obligations in connection with the vesting of a PSU award and stock unit award granted to the reporting person on November 15, 2018 and December 5, 2019. |
(5) | The number of PSUs beneficially owned following the reported transaction has been updated to correct for a prior administrative error. |
Remarks: The Form 4 originally filed on January 5, 2021 incorrectly omitted Footnote 5. This Form 4/A restates in its entirety the holdings and transactions reported in the original filing. Other than the addition of Footnote 5, this Form 4/A contains no additional or different information regarding the holdings and transactions reported in the original filing. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Rose Justin 9785 SOUTH MONROE STREET, SUITE 400 SANDY, UT 84070 |
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| Chief Sales &Marketing Officer |
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Signatures
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/s/ Justin Rose | | 1/6/2021 |
**Signature of Reporting Person | Date |
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