Bruce A. Cassidy 2013 Irrevocable Trust - Feb 5, 2020 Form 4 Insider Report for Loop Media, Inc. (LPTV)

Role
10%+ Owner
Signature
/s/ Joanne Lytle, Attorney-in Fact
Stock symbol
LPTV
Transactions as of
Feb 5, 2020
Transactions value $
$1,922,315
Form type
4
Date filed
10/15/2021, 07:50 PM
Next filing
Feb 28, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LPTV Common Stock Other -60M -100% 0 Feb 5, 2020 Direct F1, F2
transaction LPTV Common Stock Purchase $1.2M +960K $1.25 960K Sep 30, 2020 Direct
transaction LPTV Common Stock Other $22.3K +7.98K +0.83% $2.80 968K Jun 1, 2021 Direct F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction LPTV Series B Preferred Stock Other +200K 200K Feb 5, 2020 Common Stock 20M Direct F1
transaction LPTV Series A Preferred Stock Other -2.65M -98.3% 46K Feb 5, 2020 Common Stock Direct F1, F2, F3
transaction LPTV Series A Preferred Stock Gift $0 -30K -65.22% $0.00 16K Feb 5, 2020 Common Stock Direct F2, F3
transaction LPTV Series A Preferred Stock Sale -$50K -16K -100% $3.13 0 Feb 5, 2020 Common Stock Direct F2, F3
transaction LPTV 4% Convertible Note Purchase $750K $750K Dec 1, 2020 Common Stock Direct F5
transaction LPTV Warrant Purchase +68.2K 68.2K Dec 1, 2020 Common Stock 68.2K $2.75 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On February 5, 2020, Reporting Person exchanged 60,000,000 shares of Common Stock, 2,654,000 shares of Series A Preferred Stock, forgiveness of indebtedness in the amount of $1,000,000 and $1,000,000 in cash for 200,000 shares of Series B Preferred Stock, convertible at any time by Reporting Person into 20,000,000 shares of Common Stock. The Series B Preferred Stock has no expiration date.
F2 Shares reported do not reflect the 1 to 1.5 reverse stock split effective 06/08/2020.
F3 Each share of Series A Preferred Stock was convertible at any time into 100 shares of Common Stock. The Series A Preferred Stock had no expiration date.
F4 7,982 shares of Common Stock received as payment-in-kind interest payments on a senior secured promissory note.
F5 Notes may be converted (1) on the Maturity Date based on the average of the VWAP of common stock during each trading day during the thirty (30) trading day period ending one trading day prior to the maturity date; (2) immediately upon a change of control based on the average of the VWAP of common stock during each trading day during the ten (10) trading day period ending one trading day prior to the change of control effective date; and (3) mandatorily at the closing of a qualified IPO at (i) the public offering price per share of the common stock multiplied by (ii) one (1) minus twenty percent (20%).
F6 Warrants were issued in connection with a 4% convertible promissory note. The warrants are exercisable at any time at the option of the Reporting Person and expire on the earlier to occur of December 1, 2022 or immediately prior to closing of IPO or upon a change of control.

Remarks:

Exhibit 24- Power of Attorney