Sec Form 4 Filing - Pineiro Dagnery Juan Manuel @ LifeMD, Inc. - 2021-02-09

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 Pineiro Dagnery Juan Manuel 2. Issuer Name and Ticker or Trading Symbol LifeMD, Inc. [ LFMD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Former Chief Revenue Officer (Last) (First) (Middle) C/O LIFEMD, INC, 800 THIRD AVENUE,, SUITE 2800 3. Date of Earliest Transaction (MM/DD/YY) 02/09/2021 (Street) NEW YORK, NY10022 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, par value $0.001 02/09/2021 M 9,625 ( 1 ) A $ 26.65 54,625 D Common Stock, par value $0.001 02/09/2021 M 13,874 ( 2 ) A $ 26.65 68,499 D Common Stock, par value $0.001 02/09/2021 M 59,421 ( 3 ) A $ 26.65 127,920 D Common Stock, par value $0.001 04/02/2021 M 4,262 ( 4 ) A $ 17.26 132,182 D Common Stock, par value $0.001 04/02/2021 A 10,000 A $ 0 ( 5 ) 142,182 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 Common Stock $ 26.65 02/09/2021 M 9,625 ( 1 ) ( 1 ) ( 1 ) Common Stock, par value $0.001 9,625 $ 0 15,000 D Options to purchase Common Stock $ 26.65 02/09/2021 M 13,874 ( 2 ) ( 2 ) ( 2 ) Common Stock, par value $0.001 13,874 $ 0 0 D Options to purchase Common Stock $ 26.65 02/09/2021 M 59,421 ( 3 ) ( 3 ) ( 3 ) Common Stock, par value $0.001 59,421 $ 0 37,900 D Options to purchase Common Stock $ 17.26 04/02/2021 M 4,262 ( 4 ) ( 4 ) ( 4 ) Common Stock, par value $0.001 4,262 $ 0 0 ( 6 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Pineiro Dagnery Juan Manuel C/O LIFEMD, INC, 800 THIRD AVENUE, SUITE 2800 NEW YORK, NY10022 Former Chief Revenue Officer Signatures /s/ Juan Manuel Pineiro Dagnery 04/07/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents a cashless exercise of outstanding stock options to purchase 10,000 shares of common stock. Mr. Pineiro Dagnery received 9,625 shares of common stock and surrendered 375 shares of common stock underlying the option in payment of the exercise price. The options were issued to Mr. Pineiro Dagnery pursuant to the former Consultant Agreement by and between Mr. Pineiro Dagnery and the Issuer. ( 2 )Represents a cashless exercise of outstanding stock options to purchase 15,000 shares of common stock. Mr. Pineiro Dagnery received 13,874 shares of common stock and surrendered 1,126 shares of common stock underlying the option in payment of the exercise price. The options were issued to Mr. Pineiro Dagnery pursuant to the former Consultant Agreement by and between Mr. Pineiro Dagnery and the Issuer. ( 3 )Represents a cashless exercise of outstanding stock options to purchase 62,100 shares of common stock. Mr. Pineiro Dagnery received 59,421 shares of common stock and surrendered 2,680 shares of common stock underlying the option in payment of the exercise price. The Options were issued to Mr. Pineiro Dagnery pursuant to the former Employment Agreement by and between Mr. Pineiro Dagnery and the Issuer. ( 4 )Represents a cashless exercise of outstanding stock options to purchase 4,566 shares of common stock. Mr. Pineiro Dagnery received 4,262 shares of common stock and surrendered 304 shares of common stock underlying the option in payment of the exercise price. The Options were issued to Mr. Pineiro Dagnery pursuant to the former Employment Agreement by and between Mr. Pineiro Dagnery and the Issuer. ( 5 )On April 2, 2021 (the "Effective Date"), Mr. Pineiro Dagnery and the Issuer entered into a Resignation and Release Agreement, whereby in connection with his resignation as Chief Revenue Officer of the Issuer (the "Resignation"), Mr. Pineiro Dagnery will receive, within sixty (60) of the Effective Date, equity severance of 10,000 shares of common stock of the Company (the "Severance Shares"). ( 6 )On March 31, 2019, in connection with his appointment as Chief Financial Officer of the Company, Mr. Pineiro Dagnery received options to purchase 100,000 shares of common stock of the Issuer (the "Options"). 33,333 Options vested on April 1, 2020. 33,333 Options vested on April 1, 2021. On the Effective Date and in connection with the Resignation, the remaining 33,334 unvested Options were forfeited.

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