FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
LIVE VENTURES Inc [ LIVE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/28/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 02/01/2021 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
Warrant (right to buy) | $28.5 | 01/28/2021 | M | 10,914 | 09/10/2012 | 09/10/2021 | Series B Preferred Stock | 10,914 | $0.00 | 1,395,898(1) | D | ||||
Warrant (right to buy) | $24.3 | 01/28/2021 | M | 12,383 | 12/11/2012 | 12/11/2021 | Series B Preferred Stock | 12,383 | $0.00 | 1,383,515(1) | D | ||||
Warrant (right to buy) | $16.6 | 01/28/2021 | M | 54,396 | 03/27/2013 | 03/27/2022 | Series B Preferred Stock | 54,396 | $0.00 | 1,329,119(1) | D | ||||
Warrant (right to buy) | $16.8 | 01/28/2021 | M | 17,857 | 03/28/2013 | 03/28/2022 | Series B Preferred Stock | 17,857 | $0.00 | 1,311,262(1) | D | ||||
Warrant (right to buy) | $28.5 | 01/28/2021 | M | 22,479 | 12/03/2014 | 12/03/2021 | Series B Preferred Stock | 22,479 | $0.00 | 1,288,783(1) | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | M | 8,826 | (2) | (2) | Common Stock | 44,130 | $0.00 | 1,297,609 | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | F(3) | 2,088 | (3) | (3) | Common Stock | 10,440 | $0.00 | 1,297,609 | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | M | 10,363 | (2) | (2) | Common Stock | 51,815 | $0.00 | 1,349,424 | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | F(4) | 2,020 | (2) | (2) | Common Stock | 10,100 | $0.00 | 1,349,424 | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | M | 48,335 | (2) | (2) | Common Stock | 241,675 | $0.00 | 1,591,099 | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | F(5) | 6,061 | (2) | (2) | Common Stock | 30,305 | $0.00 | 1,591,099 | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | M | 15,843 | (2) | (2) | Common Stock | 79,215 | $0.00 | 1,670,314 | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | F(6) | 2,014 | (2) | (2) | Common Stock | 10,070 | $0.00 | 1,670,314 | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | M | 18,179 | (2) | (2) | Common Stock | 90,895 | $0.00 | 1,761,209 | D | ||||
Series B Preferred Stock | (2) | 01/28/2021 | F | 4,300 | (2) | (2) | Common Stock | 21,500 | $0.00 | 1,761,209 | D |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. The Series B Preferred Stock and the underlying shares of common stock are subject to a lock-up agreement with the issuer that expires on December 31, 2021. |
2. Each share of Series B Preferred Stock currently converts into five shares of Live Ventures Incorporated common stock. The Series B Preferred Stock and the underlying shares of common stock are subject to a lock-up agreement with the issuer that expires on December 31, 2021. |
3. On January 28, 2021, Isaac Capital Group (ICG) of which Jon Isaac is the sole member, exercised a warrant to purchase 10,914 shares of Series B Convertible Preferred Stock (Series B Preferred Stock) of Live Ventures Incorporated (Live Ventures) for $28.50 per share. ICG paid the exercise price on a cashless basis, resulting in Live Ventures withholding 2,088 of the warrant shares to pay the exercise price and issuing to ICG the remaining 8,826 shares. Live Ventures also paid $16.39 to ICG in lieu of a fractional share. |
4. On January 28, 2021, Isaac Capital Group (ICG) of which Jon Isaac is the sole member, exercised a warrant to purchase 12,383 shares of Series B Convertible Preferred Stock (Series B Preferred Stock) of Live Ventures Incorporated (Live Ventures) for $24.30 per share. ICG paid the exercise price on a cashless basis, resulting in Live Ventures withholding 2,020 of the warrant shares to pay the exercise price and issuing to ICG the remaining 10,363 shares. Live Ventures also paid $67.05 to ICG in lieu of a fractional share. |
5. On January 28, 2021, Isaac Capital Group (ICG) of which Jon Isaac is the sole member, exercised a warrant to purchase 54,396 shares of Series B Convertible Preferred Stock (Series B Preferred Stock) of Live Ventures Incorporated (Live Ventures) for $16.60 per share. ICG paid the exercise price on a cashless basis, resulting in Live Ventures withholding 6,061 of the warrant shares to pay the exercise price and issuing to ICG the remaining 48,335 shares. Live Ventures also paid $129.63 to ICG in lieu of a fractional share. |
6. On January 28, 2021, Isaac Capital Group (ICG) of which Jon Isaac is the sole member, exercised a warrant to purchase 17,857 shares of Series B Convertible Preferred Stock (Series B Preferred Stock) of Live Ventures Incorporated (Live Ventures) for $16.80 per share. ICG paid the exercise price on a cashless basis, resulting in Live Ventures withholding 2,014 of the warrant shares to pay the exercise price and issuing to ICG the remaining 15,843 shares. Live Ventures also paid $144.53 to ICG in lieu of a fractional share. |
Remarks: |
The original Form 4, filed on February 2, 2021, is being amended by this Form 4 amendment solely to correct an administrative error, which misreported the exercise of the warrants using incorrect transaction codes. This Form 4/A reports the correct transaction codes and properly reports the cashless exercise of the warrants as the exercise or conversion of a derivative security exempted pursuant to Rule 16b-3. |
Isaac Capital Group LLC, by Jon Isaac, Managing Member /s/ Jon Isaac | 02/11/2021 | |
** Signature of Reporting Person | Date | |
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. |