Sec Form 4 Filing - Riley Christopher @ PLBY Group, Inc. - 2021-10-29

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

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 Riley Christopher 2. Issuer Name and Ticker or Trading Symbol PLBY Group, Inc. [ PLBY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) General Counsel & Secretary (Last) (First) (Middle) C/O PLBY GROUP, INC., 10960 WILSHIRE BLVD, SUITE 2200 3. Date of Earliest Transaction (MM/DD/YY) 10/29/2021 (Street) LOS ANGELES, CA90024 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 10/29/2021 A 39,469 ( 1 ) A $ 0 44,702 D Common Stock 10/29/2021 A 190,147 ( 2 ) A $ 0 234,849 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 Non-qualified Stock Option (Right to Buy) $ 28.08 10/29/2021 A 36,590 ( 3 ) 10/29/2031 Common Stock 36,590 $ 0 36,590 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Riley Christopher C/O PLBY GROUP, INC. 10960 WILSHIRE BLVD, SUITE 2200 LOS ANGELES, CA90024 General Counsel & Secretary Signatures /s/ Christopher Riley 11/02/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents a grant of restricted stock units that vests in three equal installments on each of the first three (3) anniversaries of the vesting start date (February 10, 2021). ( 2 )Represents a grant of performance-based restricted stock units that vests in four (4) equal tranches arising upon achievement of each of the following thirty (30) day volume-weighted average prices for a share of PLBY Group, Inc. common stock: $20, $30, $40 and $50; provided each such price is achieved on or prior to the seventh anniversary of the vesting start date (February 10, 2021). ( 3 )Represents stock options that vest over three years as follows: The first one-third (1/3) of the options shall vest on the first (1st) anniversary of the vesting start date (February 10, 2021), and the remaining two-thirds (2/3) shall vest in equal monthly installments over the twenty-four (24) months following February 10, 2022.

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.