Sec Form 4 Filing - Coliseum Capital Management, LLC @ Purple Innovation, Inc. - 2018-05-18

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Coliseum Capital Management, LLC 2. Issuer Name and Ticker or Trading Symbol Purple Innovation, Inc. [ PRPL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 105 ROWAYTON AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 05/18/2018 (Street) ROWAYTON, CT06853 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Class A Common Stock,("Common Stock") 05/18/2018 P 317,673 A $ 6.4 5,611,423 I See footnotes ( 1 ) ( 2 ) Common Stock 05/18/2018 A 7,645 A $ 0 5,619,068 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 Public Warrants (right to buy) ( 5 ) 05/18/2018 P 1,200,000 05/18/2018 02/02/2023 Common Stock 600,000 $ 0.46 1,200,000 I See footnotes ( 1 ) ( 2 ) ( 5 ) Public Warrants (right to buy) ( 5 ) 05/21/2018 P 771,073 05/21/2018 02/02/2023 Common Stock 385,536 $ 0.5038 1,971,073 I See footnotes ( 1 ) ( 2 ) ( 5 ) Public Warrants (right to buy) ( 5 ) 05/22/2018 P 675,700 05/22/2018 02/02/2023 Common Stock 337,850 $ 0.5168 2,646,773 I See footnotes ( 1 ) ( 2 ) ( 6 ) Private Placement Warrants (right to buy) ( 7 ) ( 8 ) ( 7 )( 8 ) ( 7 )( 8 ) Common Stock ( 7 ) ( 8 ) 5,782,500 I See footnotes ( 7 ) ( 8 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Coliseum Capital Management, LLC 105 ROWAYTON AVENUE ROWAYTON, CT06853 X X Shackelton Christopher S 105 ROWAYTON AVENUE ROWAYTON, CT06853 X X Coliseum Capital, LLC 105 ROWAYTON AVENUE ROWAYTON, CT06853 X X COLISEUM CAPITAL PARTNERS, L.P. 105 ROWAYTON AVENUE ROWAYTON, CT06853 X X Coliseum Co-Invest Debt Fund, L.P. 105 ROWAYTON AVE. ROWAYTON, CT06853 X X Gray Adam 105 ROWAYTON AVENUE ROWAYTON, CT06853 X X Signatures Coliseum Capital Management, LLC, By: /s/ Chivonne Cassar, Attorney-in-fact 05/22/2018 Signature of Reporting Person Date Coliseum Capital, LLC, By: /s/ Chivonne Cassar, Attorney-in-fact 05/22/2018 Signature of Reporting Person Date Coliseum Capital Partners, L.P.. By: Coliseum Capital, LLC, its General Partner, By: /s/ Chivonne Cassar, Attorney-in-fact 05/22/2018 Signature of Reporting Person Date Coliseum Co-Invest Debt Fund, L.P., By: Coliseum Capital, LLC, its General Partner, By: /s/ Chivonne Cassar, Attorney-in-fact 05/22/2018 Signature of Reporting Person Date Adam Gray, By: /s/ Chivonne Cassar, Attorney-in-fact 05/22/2018 Signature of Reporting Person Date Christopher Shackelton, By: /s/ Chivonne Cassar, Attorney-in-fact 05/22/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Common Stock is held directly by (a) Coliseum Capital Partners, L.P. ("CCP"), an investment limited partnership of which Coliseum Capital, LLC, a Delaware limited liability company ("CC"), is general partner and for which Coliseum Capital Management, LLC, a Delaware limited liability company ("CCM"), serves as investment adviser and (b) a separate account investment advisory client of CCM (the "Separate Account"). ( 2 )Christopher Shackelton ("Shackelton") and Adam Gray ("Gray") are managers of and have an ownership interest in each of CCM and CC. Each of Shackelton, Gray, CCP, COC, the Separate Account, CC and CCM disclaims beneficial ownership of these securities except to the extent of that person's pecuniary interest therein. ( 3 )The Common Stock was received by Gray in connection with his service as a member of the board of directors of the Issuer. Gray has agreed that all equity awards he receives for serving as a director of the Issuer shall be issued to CCP. ( 4 )Following the transactions reported herein, CCP and the Separate Account directly owned 4,075,090 and 1,543,978 shares of Common Stock, respectively. ( 5 )Each Public Warrant provides the right to purchase one-half share of the Common Stock per Public Warrant at a price of $5.75 per half share. ( 6 )Following the transactions reported herein, CCP and the Separate Account directly owned 1,915,797 and 730,976 warrants purchased in the open market ("Public Warrants"), respectively. ( 7 )Per Securities Act Rules Compliance and Disclosure Interpretation 133.06, the Reporting Owners are voluntarily reporting on a separate line their holdings of the warrants received through a private placement (the "Private Placement Warrants"), which are of a different class than the Public Warrants. As previously reported on the Reporting Owners' Form 3 filed with the SEC on February 12, 2018, the Reporting Owners own 5,782,500 Private Placement Warrants, with each Private Placement Warrant providing the right to purchase one-half share of the Common Stock per Private Placement Warrant at a price of $5.75 per half share. Such Private Placement Warrants are directly held as follows: ( 8 )(Continued from Footnote 7) (a) 2,741,337 Private Placement Warrants by CCP; (b) 2,000,000 Private Placement Warrants by Coliseum Co-Invest Debt Fund, L.P. ("COC"), an investment limited partnership of which CC is general partner and for which CCM serves as investment adviser; and (c) 1,041,163 Private Placement Warrants by the Separate Account.

Remarks: Gray is a director of the Issuer. As a result, the following persons may be deemed directors by deputization of the Issuer solely for purposes of Section 16 of the Securities Exchange Act of 1934, as amended: CCM, CC, CCP, COC, and Shackelton.

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).

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