LiveOne Inc.

08/16/2022 | Press release | Distributed by Public on 08/16/2022 18:30

Initial Statement of Beneficial Ownership - Form 3

Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549INITIAL 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 *
Sullivan Aaron
2. Date of Event Requiring Statement (Month/Day/Year)
2021-12-31 		3. Issuer Name and Ticker or Trading Symbol
LiveOne, Inc. [LVO]
(Last) (First) (Middle)
C/O LIVEONE, INC., , 269 SOUTH BEVERLY DRIVE, SUITE #1450
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
Interim CFO, Controller & EVP /
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)
BEVERLY HILLS CA 90212
6. Individual or Join/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 Beneficially Owned
1.Title of Security 2. Amount of Securities Beneficially Owned 3. Ownership Form: Direct (D) or Indirect (I) 4. Nature of Indirect Beneficial Ownership
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security 2. Date Exercisable and Expiration Date 3. Title and Amount of Securities Underlying Derivative Security 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) 6. Nature of Indirect Beneficial Ownership
Date Exercisable Expriation Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sullivan Aaron
C/O LIVEONE, INC.,
269 SOUTH BEVERLY DRIVE, SUITE #1450
BEVERLY HILLS, CA90212

Interim CFO, Controller & EVP

Signatures

/s/ Aaron Sullivan 2022-08-16
**Signature of Reporting Person Date

Explanation of Responses:

(*) If the form is filed by more than one reporting person, see Instruction 5(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).
(1) Represents unvested 18,750 Restricted Stock Units ("RSUs") out of the original 100,000 RSUs granted to the Reporting Person pursuant to his employment agreement, dated as of March 26, 2019 (the "Employment Agreement"), such that 1/3 of the unvested RSUs will vest every three months after June 26, 2022 with the first tranche vesting on September 26, 2022, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date and earlier 50% vesting upon a Change of Control (as defined in the Employment Agreement). The remaining 81,250 RSUs have vested and were previously settled by the Issuer.
(2) Represents unvested 12,500 RSUs out of the original 25,000 RSUs granted to the Reporting Person pursuant to Amendment No. 1 to the Employment Agreement, dated as of October 26, 2020 and effective as of October 1, 2020, such that the unvested RSUs will vest on October 1, 2022, subject to the Reporting Person's continued employment with the Issuer through the vesting date and earlier 100% vesting upon a Change of Control or the date of Employee's death or disability. The remaining 12,500 RSUs have vested and were previously settled by the Issuer.
(3) 75,000 RSUs were granted to the Reporting Person effective as of April 4, 2022 in connection with the Reporting Person's continued employment with the Issuer. The RSUs shall cliff vest on April 4, 2024, subject to the Reporting Person's continued employment with the Issuer through the vesting date and earlier 100% vesting upon a Change of Control.
(4) Each RSU represents a contingent right to receive one share of the Issuer's common stock or the cash value thereof. The Issuer's board of directors or its compensation committee, in its sole discretion, will determine in accordance with the terms and conditions of the Issuer's 2016 Equity Incentive Plan, as amended, the form of payout of the RSUs (cash and/or stock).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.