Amended Statement of Changes in Beneficial Ownership (4/a)
July 15 2020 - 5:02PM
Edgar (US Regulatory)
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 OF SECURITIES
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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
*
Lalo Eyal |
2. Issuer Name and Ticker or Trading Symbol
iMedia Brands, Inc.
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IMBI
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
6740 SHADY OAK ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/17/2020 |
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(Street)
MINNEAPOLIS, MN 55344
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
4/21/2020 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 4/17/2020 | | P | | 693370 (1)(2) | A | $2.0425 | 1093370 (3) | I | By LLC |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 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 |
| Warrants (right to buy) | $0.001 | 4/17/2020 | | P | | 41024 (4) | | 7/11/2020 | 4/14/2025 | Common Stock | 41024 (4) | $0 | 41024 (4) | I | By LLC |
| Explanation of Responses: |
| (1) | Consists of: (i) 244,798 shares of Common Stock purchased in the first tranche pursuant to the Common Stock and Warrant Purchase Agreement, dated April 14, 2020, by and between the Issuer and the Purchasers listed therein (the "Purchase Agreement"), which closed on April 17, 2020; (ii) 122,399 shares of Common Stock purchased in the second tranche pursuant to the Purchase Agreement, which closed on May 23, 2020; (iii) 122,399 shares of Common Stock purchased in the third tranche pursuant to the Purchase Agreement, which closed on June 13, 2020; and (iv) 203,774 shares of Common Stock purchased in the fourth tranche pursuant to the Purchase Agreement, which closed on July 11, 2020 (where the 19.999% blocker limitation set forth in the Purchase Agreement was implicated and 41,024 blocker warrants were issued in lieu of shares of Common Stock which became immediately exercisable with an exercise price of $0.001). |
| (2) | The reporting person's Form 4 filed on April 21, 2020 understated shares purchased by 2,300 shares due to information then available on the future tranche closings. |
| (3) | After taking into account the 1-for-10 reverse stock split effective December 11, 2019. |
| (4) | The reporting person's Form 4 filed on April 21, 2020 overstated the blocker warrants issued by 2,300 blocker warrants due to information then available on the future tranche closings. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Lalo Eyal
6740 SHADY OAK ROAD
MINNEAPOLIS, MN 55344 | X |
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Signatures
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| /s/ Jonathan R. Zimmerman, Attorney-in-Fact | | 7/15/2020 |
| **Signature of Reporting Person | Date |
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