Sec Form 4 Filing - Satori Capital, LLC @ Lovesac Co - 2021-06-07

Insider filing report for Changes in Beneficial Ownership
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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
Satori Capital, LLC
2. Issuer Name and Ticker or Trading Symbol
Lovesac Co [ LOVE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Affiliate of reporting person
(Last) (First) (Middle)
2501 N. HARWOOD ST., 20TH FLOOR,
3. Date of Earliest Transaction (MM/DD/YY)
06/07/2021
(Street)
DALLAS, TX75201
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
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
Restricted Stock Units ( 1 ) 06/07/2021 A 1,245 ( 2 ) ( 2 ) Common Stock 1,245 $ 0 1,245 I See Footnote ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Satori Capital, LLC
2501 N. HARWOOD ST., 20TH FLOOR
DALLAS, TX75201
X Affiliate of reporting person
Grafer John Richard
C/O THE LOVESAC COMPANY
TWO LANDMARK SQUARE, SUITE 300
STAMFORD, CT06901
X
SCGPM, LLC
2501 N. HARWOOD ST., 20TH FLOOR
DALLAS, TX75201
Affiliate of reporting person
Satori Capital Strategic Opportunities GP, LLC
2501 N. HARWOOD ST., 20TH FLOOR
DALLAS, TX75201
Affiliate of reporting person
Satori Capital III GP, LLC
2501 N. HARWOOD ST., 20TH FLOOR
DALLAS, TX75201
Affiliate of reporting person
Satori Capital Strategic Opportunities, LP
2501 N. HARWOOD ST., 20TH FLOOR
DALLAS, TX75201
Affiliate of reporting person
Satori Capital III, LP
2501 N. HARWOOD STREET, 20TH FLOOR
DALLAS, TX75201
Affiliate of reporting person
VANDERBECK SUNNY
2501 N. HARWOOD ST., 20TH FLOOR
DALLAS, TX75201
Affiliate of reporting person
Eisenman Randy
2501 N. HARWOOD ST., 20TH FLOOR
DALLAS, TX75201
Affiliate of reporting person
Signatures
Satori Capital, LLC By: /s/ Sunny Vanderbeck Title: President 06/08/2021
Signature of Reporting Person Date
/s/ Megan C. Preneta, Attorney-in-Fact for John Richard Grafer 06/08/2021
Signature of Reporting Person Date
SCGPM, LLC By: /s/ Sunny Vanderbeck Title: President 06/08/2021
Signature of Reporting Person Date
Satori Capital Strategic Opportunities GP, LLC By: SCGPM, LLC, its Manager, By: /s/ Sunny Vanderbeck Title: President 06/08/2021
Signature of Reporting Person Date
Satori Capital III GP, LLC By: SCGPM, LLC, its Manager, By: /s/ Sunny Vanderbeck Title: President 06/08/2021
Signature of Reporting Person Date
Satori Capital Strategic Opportunities, LP By: Satori Capital Strategic Opportunities GP, LLC, its General Partner, By: SCGPM, LLC, its Manager, By: /s/ Sunny Vanderbeck Title: President 06/08/2021
Signature of Reporting Person Date
Satori Capital III, LP By: Satori Capital III GP, LLC, its General Partner, By: SCGPM, LLC, its Manager, By: /s/ Sunny Vanderbeck Title: President 06/08/2021
Signature of Reporting Person Date
/s/ Sunny Vanderbeck 06/08/2021
Signature of Reporting Person Date
/s/ Randy Eisenman 06/08/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each restricted stock unit ("RSU") represents the contingent right to receive one share of the Issuer's common stock.
( 2 )On June 7, 2021, the reporting person received a grant of 1,245 RSUs, which vest on the earlier of the first anniversary of the grant date or the date of the Issuer's annual meeting to be held in 2022.
( 3 )The RSUs were granted to Mr. Grafer, a partner at Satori Capital, LLC ("Satori Capital"), in connection with his service as a member of the board of directors of the Issuer. Pursuant to the policies of Satori Capital, Mr. Grafer holds these RSUs as a nominee on behalf, and for the sole benefit, of Satori Capital. Mr. Grafer disclaims beneficial ownership of the RSUs, and the filing of this Form 4 shall not be deemed an admission that Mr. Grafer is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Satori Capital is indirectly owned and controlled by Sunny Vanderbeck and Randy Eisenman through entities that Sunny Vanderbeck or Randy Eisenman own or control.

Remarks:
Exhibit 24 - Power of Attorney

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).
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