SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person* Coffman Raymond Scott (Last) (First) (Middle) C/O 4521 SHARON ROAD, SUITE 450 (Street) CHARLOTTE NC 28211 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/20/2018	3. Issuer Name and Ticker or Trading Symbol Level Brands, Inc. [ LEVB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Contract Right	(1)	(1)	Common Stock	3,684,000	$0	I	see footnote(1)
Contract Right	(2)	(2)	Common Stock	8,750,000	$0	I	see footnote(2)

Explanation of Responses:

1. On December 20, 2018, in connection with the closing of an Agreement and Plan of Merger dated December 3, 2018, Edge of Business, LLC ("Edge") received rights to receive 3,684,000 shares of the Issuer's common stock following the approval by the Issuer's shareholders for the possible issuance of in excess of 19.99% of its presently outstanding common stock in accordance with the rules of the NYSE American, LLC (the "Shareholder Approval"). The date of the Shareholder Approval is unknown as of the filing of the Form 3. Mr. R. Scott Coffman holds voting and dispositive control over securities held of record by Edge. Mr. Coffman disclaims beneficial ownership of the securities held of record by Edge except to the extent of his pecuniary interest therein.

2. On December 20, 2018, in connection with the closing of an Agreement and Plan of Merger dated December 3, 2018, CBD Holding, LLC ("CBDH") received rights to receive 8,750,000 shares of the Issuer's common stock following Shareholder Approval. The date of the Shareholder Approval is unknown as of the filing of the Form 3. Mr. R. Scott Coffman holds voting and dispositive control over securities held of record by CBDH. Mr. Coffman disclaims beneficial ownership of the securities held of record by CBDH except to the extent of his pecuniary interest therein.

	/s/ R. Scott Coffman	12/21/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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