Sec Form 3 Filing - Pham Luan @ Laird Superfood, Inc. - 2020-09-22

FORM 3 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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Pham Luan 2. Issuer Name and Ticker or Trading Symbol Laird Superfood, Inc. [ LSF] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CRMO (Last) (First) (Middle) C/O LAIRD SUPERFOOD, 275 W LUNDGREN MILL DR 3. Date of Earliest Transaction (MM/DD/YY) 09/22/2020 (Street) SISTERS, OR97759 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 Common Stock 120,114 D

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 Stock Option (right to buy) $ 2 ( 1 ) 02/23/2026 Common Stock 20,000 D Series A-1 Preferred Stock ( 2 ) ( 2 ) ( 2 ) Common Stock 4,000 D Stock Option (right to buy) $ 7.5 01/25/2018 01/24/2028 Common Stock 5,000 D Stock Option (right to buy) $ 12.315 ( 3 ) 05/07/2029 Common Stock 26,666 D Stock Option (right to buy) $ 12.315 ( 4 ) 05/07/2029 Common Stock 9,584 D Stock Option (right to buy) $ 13.05 ( 5 ) 05/31/2030 Common Stock 4,024 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Pham Luan C/O LAIRD SUPERFOOD 275 W LUNDGREN MILL DR SISTERS, OR97759 CRMO Signatures /s/ Andrew McCormick, as attorney-in-fact for Luan Pham 09/22/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Stock option granted under the 2016 Stock Incentive Plan ("Stock Plan") on February 24, 2016 and became exercisable with respect to 25% of the shares of common stock on each of the four anniversaries of the date of grant. ( 2 )Each share of Laird Superfood, Inc. (the "Company") Series A-1 Preferred Stock is convertible on a one-to-two basis into shares of the Company's common stock at the holder's election and has no expiration date. The Series A-1 Preferred Stock will automatically convert into common stock upon the closing of the Company's initial public offering. ( 3 )Stock option granted under the 2018 Equity Incentive Plan ("Equity Plan") on May 8, 2019 and became exercisable with respect to approximately 50% of the shares of common stock on June 1, 2019 and June 1, 2020. ( 4 )Stock option to purchase 53,334 shares of common stock granted under the Equity Plan on May 8, 2019. The options vest in six installments based on the achievement by the Company of certain performance criteria concerning monthly revenue benchmarks. The performance criteria for the first installment were met on December 1, 2019, resulting in vesting of the options as to 4,792 shares of common stock. The options will vest as to an additional 4,792 shares of common stock one year after the performance criteria for first installment were met, and there will be four installments that will vest upon the satisfaction of additional criteria. ( 5 )Stock option granted under the Equity Plan on June 1, 2020 and becomes exercisable with respect to 25% of the shares of common stock on each of the first four anniversaries of the date of grant.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.