Sec Form 4 Filing - Bailey David F @ theMaven, Inc. - 2018-01-28

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
Bailey David F
2. Issuer Name and Ticker or Trading Symbol
theMaven, Inc. [ MVEN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
225 LIBERTY STREET, 27TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
01/28/2018
(Street)
NEW YORK, NY10281
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 10/01/2018 A 19,231 A $ 0 19,231 D
Common Stock 01/01/2019 A 104,167 A $ 0 123,398 D
Common Stock 02/06/2020 A 62,500 A $ 0 185,898 D
Common Stock 01/01/2021 A 83,333 A $ 0 269,231 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
Options to purchase $ 2.33 01/28/2018 A 41,250 03/31/2018( 1 ) 01/28/2028 Common Stock 41,250 $ 0 41,250 D
Options to purchase $ 0.46 04/10/2019 A V 241,820 ( 2 ) ( 3 ) 04/10/2029 Common Stock 241,820 $ 0 241,820 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bailey David F
225 LIBERTY STREET, 27TH FLOOR
NEW YORK, NY10281
X
Signatures
/s/ David F Bailey 02/01/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )7,500 vest on 3/31/18, 11,250 on each of 6/30/18, 9/30/18 and 12/31/18.
( 2 )Vesting is a combined overlay of Time-based, Stock-Price-based, and Stock-Listing-based conditions. Time-based vesting is 1/3 vest after 1 year, with the balance monthly over next 2 years. Stock-Price vesting is a potential downward adjustment to the otherwise Time-based vested shares, where such adjustment is based on the rolling 45-day Volume Weighted Average Price set against specific price targets. Stock Listing vesting means that no otherwise Time-based and Stock Price-based vested shares are actually deemed as vested unless the Issuer's common stock is listed on a national securities exchange registered with the Securities and Exchange Commission under Section 6 of the Securities Exchange Act of 1934.
( 3 )The ability to exercise is subject to both: i) vesting conditions (2) and ii) the Issuer's shareholders approving a requisite increase in authorized shares of common stock, after the date the grant was issued, that would apply to this grant

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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