8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): July 14, 2016

GAIA, INC.

(Exact Name of Registrant as Specified in its Charter)

Colorado	000-27517	84-1113527
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

833 W. South Boulder Road, Louisville, CO 80027-2452

(Address of Principal Executive Offices; Zip Code)

Registrant’s telephone number, including area code: (303) 222-3600

Gaiam, Inc.

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.03. Amendments to Articles of Incorporation or Bylaws.

Effective as of July 14, 2016, Gaia, Inc. (“Gaia”) amended its Amended and Restated Articles of Incorporation to change its name from “Gaiam, Inc.” to “Gaia, Inc.” (the “Name Change”). A copy of the Articles of Amendment filed with the State of Colorado relating to the Name Change is attached hereto as Exhibit 3.1.

Gaia’s Class A common stock will continue to trade on the Nasdaq Global Market under the symbol “GAIA.”

Item 8.01. Other Events.

On July 14, 2016, Gaia issued a press release announcing the Name Change. A copy of Gaia’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
3.1	Articles of Amendment of Gaia, Inc., dated July 14, 2016
99.1	Press release issued by Gaia, Inc. on July 14, 2016

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

GAIA, INC.
By:	/s/ Paul Tarell, Jr.
	Paul Tarell, Jr.
	Chief Financial Officer

Date: July 14, 2016

EXHIBIT INDEX

Exhibit No.	Description
3.1	Articles of Amendment of Gaia, Inc., dated July 14, 2016
99.1	Press release issued by Gaia, Inc. on July 14, 2016

EX-3.1

Exhibit 3.1

  Document must be filed electronically. Paper documents are not accepted. Fees & forms are subject to change. For more information or to print copies of filed documents, visit www.sos.state.co.us. Colorado Secretary of State Date and Time: 07/14/2016 09:09 AM ID Number: 19881072020   Document number: 20161474318 Amount Paid: $25.00

ABOVE SPACE FOR OFFICE USE ONLY

Articles of Amendment

filed pursuant to §7-90-301, et seq. and §7-110-106 of the Colorado Revised Statutes (C.R.S.)

ID number:		19881072020
1.	Entity name:	GAIAM, INC.
		(If changing the name of the corporation, indicate name before the name change)
2.	New Entity name:
	(if applicable)	GAIA, INC.
3.	Use of Restricted Words (if any of these terms are contained in an entity name, true name of an entity, trade name or trademark stated in this document, mark the applicable box):	¨  “bank” or “trust” or any derivative thereof
		¨  “credit union”    ¨  “savings and loan”
		¨  “insurance”, “casualty”, “mutual”, or “surety”
4.	Other amendments, if any, are attached.
5.	If the amendment provides for an exchange, reclassification or cancellation of issued shares, the attachment states the provisions for implementing the amendment.
6.	If the corporation’s period of duration as amended is less than perpetual, state the date on which the period of duration expires:
		(mm/dd/yyyy)
	or
	If the corporation’s period of duration as amended is perpetual, mark this box:    ¨
7.	(Optional) Delayed effective date:
		(mm/dd/yyyy)

Notice:

Causing this document to be delivered to the secretary of state for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual’s act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes.

This perjury notice applies to each individual who causes this document to be delivered to the secretary of state, whether or not such individual is named in the document as one who has caused it to be delivered.

AMD_PC Page 1 of 2 Rev. 12/01/2012

8.	Name(s) and address(es) of the individual(s) causing the document to be delivered for filing:	Mares	Sara
		(Last)	(First)	(Middle)	(Suffix)
		Brownstein Hyatt Farber Schreck LLP
		(Street name and number or Post Office information)
		410 17th Street, Suite 2200

Denver	CO	80202
(City)	(State)	(Postal/Zip Code)

	United States
(Province – if applicable)	(Country – if not US)

(The document need not state the true name and address of more than one individual. However, if you wish to state the name and address of any additional individuals causing the document to be delivered for filing, mark this box ¨ and include an attachment stating the name and address of such individuals.)

Disclaimer:

This form, and any related instructions, are not intended to provide legal, business or tax advice, and are offered as a public service without representation or warranty. While this form is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form. Questions should be addressed to the user’s attorney.

AMD_PC Page 2 of 2 Rev. 12/01/2012

EX-99.1

Exhibit 99.1

GAIAM Changes Name to Gaia

BOULDER, CO, July 14, 2016 — Gaia, Inc. (NASDAQ: GAIA) announced today that it has officially changed its corporate name from Gaiam, Inc. to Gaia, Inc. in connection with the closing of the sale of its branded consumer product business.

Gaia will continue to trade on the NASDAQ Global Market under its current ticker “GAIA.”

Gaia is a global digital video streaming service and online community that provides curated, conscious media content to its subscribers in 120 countries. Over 90% of its 7,000 titles are available for streaming exclusively on Gaia through most devices connected to the Internet and 80% of the views are generated by content produced or owned by Gaia.

Contacts

Paul Tarell, Jr.	Cody Slach
Gaia, Inc.	Liolios Investor Relations
(303) 222-3330	(949) 574-3860
Paul.Tarell@gaia.com	GAIA@liolios.com

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