Sec Form 4 Filing - RIZVI SUHAIL @ PLBY Group, Inc. - 2021-11-18

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 RIZVI SUHAIL 2. Issuer Name and Ticker or Trading Symbol PLBY Group, Inc. [ PLBY] 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) 801 NORTHPOINT PARKWAY, SUITE 129 3. Date of Earliest Transaction (MM/DD/YY) 11/18/2021 (Street) WEST PALM BEACH, FL33407 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 11/18/2021 S( 1 ) 50,000 D 17,001,047( 2 ) I See Footnote( 2 ) Common Stock 11/18/2021 J( 3 ) 8,500,523( 3 ) D $ 0 8,500,524( 4 ) I See Footnote( 4 ) Common Stock 11/18/2021 J( 3 )( 5 ) 484,313( 5 ) A $ 0 8,984,837( 6 ) I See Footnote( 6 ) Common Stock 11/18/2021 J( 3 )( 7 ) 1,670,045( 7 ) A $ 0 10,654,882( 8 ) I See Footnote( 8 ) Common Stock 11/18/2021 J( 3 )( 9 ) 139,564( 9 ) A $ 0 10,794,446( 10 ) I See Footnote( 10 ) Common Stock 11/18/2021 J( 3 )( 11 ) 3,534,530( 11 ) A $ 0 14,328,976( 12 ) I See Footnote( 12 )

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other RIZVI SUHAIL 801 NORTHPOINT PARKWAY SUITE 129 WEST PALM BEACH, FL33407 X X Signatures /s/ Suhail Rizvi 11/22/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents 50,000 shares of common stock (the "PIPE Shares") held by Rizvi Master, LLC, an entity controlled by Mr. Suhail Rizvi, Chairman of PLBY Group, Inc. (the "Issuer"). The price reported in Column 4 is a weighted average price. The Shares were sold in multiple transactions at prices ranging from $36.65 to $43.14 per share, at a weighted average price of $39.43 per share. The Reporting Person undertakes to provide to any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares of Common Stock sold at each separate price within the ranges set forth in the footnotes of this Form 4. ( 2 )Represents shares of common stock held by RT-ICON Holdings LLC ("RT-ICON"). RTM-ICON LLC ("RTM-ICON") is the manager of RT-ICON. Rizvi Traverse Management, LLC ("Rizvi Traverse") is the sole member of RTM-ICON. Mr. Suhail Rizvi is a manager of Rizvi Traverse. Each of RTM-ICON, Rizvi Traverse and Mr. Rizvi may be deemed to be the beneficial owner of the shares of common stock beneficially owned by RT-ICON, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. ( 3 )Represents a pro rata in-kind distribution of an aggregate of 8,500,523 shares of the Issuer's common stock, par value $0.0001 per share, by RT-ICON to its members for no consideration. ( 4 )Represents shares of common stock held by RT-ICON. RTM-ICON is the manager of RT-ICON. Rizvi Traverse is the sole member of RTM-ICON. Mr. Suhail Rizvi is a manager of Rizvi Traverse. Each of RTM-ICON, Rizvi Traverse and Mr. Rizvi may be deemed to be the beneficial owner of the shares of common stock beneficially owned by RT-ICON, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. ( 5 )Represents the receipt of 484,313 shares by RT-ICON FF LLC ("RT-ICON FF") in the distribution referenced in Footnote 3 above. ( 6 )Represents shares of common stock held by funds controlled by RTM-ICON. Rizvi Traverse is the sole member of RTM-ICON. Mr. Suhai Rizvi is a manager of Rizvi Traverse. Each of RTM-ICON, Rizvi Traverse and Mr. Rizvi may be deemed to be the beneficial owner of the shares of common stock beneficially owned by RT-ICON, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. ( 7 )Represents the receipt of an aggregate of 1,670,045 shares by funds controlled by Rizvi Traverse (the "funds") in the distribution referenced in Footnote 3 above. ( 8 )Represents shares of common stock held by the funds. Mr. Suhai Rizvi is a manager of Rizvi Traverse. Each of RTM-ICON, Rizvi Traverse and Mr. Rizvi may be deemed to be the beneficial owner of the shares of common stock beneficially owned by the funds, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. ( 9 )Represents the receipt of 139,564 shares of common stock by Rizvi Traverse Partners II, LLC ("RTP II") in the distribution reference in Footnote 3 above. ( 10 )Represents 10,654,882 shares of common stock held by the funds and 139,564 shares of common stock held by RTP II. Rizvi Traverse Management II, LLC ("RTM II") is the manager of RTP II. Mr. Suhai Rizvi is a manager of RT GP II. Each of RTM II and Mr. Rizvi may be deemed to be the beneficial owner of the shares of common stock beneficially owned by RTM II, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. ( 11 )Represents the receipt of 3,534,530 shares by Rizvi Opportunistic Equity Fund II, L.P. ("ROEF II") in the distribution referenced in Footnote 3 above. ( 12 )Represents 3,534,530 shares of common stock held by ROEF II, 10,654,882 shares of common stock held by the funds and 139,564 shares of common stock held by RTP II. Rizvi Traverse GP II, LLC ("RT GP II") is the general partner of ROEF II. Mr. Suhai Rizvi is a manager of RT GP II. Each of RT GP II and Mr. Rizvi may be deemed to be the beneficial owner of the shares of common stock beneficially owned by ROEF II, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

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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