GAIA, INC — Director's Dealing 2016

Jun 10, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GAIAM, INC (GAIA)
CIK: 0001089872
Period of Report: 2016-06-08

Reporting Person: Prentice Capital Management, LP (10% Owner)
Reporting Person: Zimmerman Michael (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-06-08	Class A Common Stock ("Common Stock")	S	10055	$7.85	Disposed	2567973	Indirect
2016-06-09	Common Stock	S	3700	$7.85	Disposed	2564273	Indirect

Footnotes

F1: Prentice Capital Management, LP (the "Investment Manager") serves as investment manager to an investment fund (the "Investment Fund") with respect to which it has voting and dispositive authority over the Common Stock reported in this Form 4. Michael Zimmerman ("Mr. Zimmerman") is responsible for the supervision and conduct of all investment activities of the Investment Manager.

F2: The Investment Manager and Mr. Zimmerman do not directly own any shares of Common Stock. The Michael & Holly Zimmerman Family Foundation Inc. owns 11,705 shares of Common Stock. After the sales reported hereby, the Investment Manager may be deemed to beneficially own 2,552,568 shares of Common Stock held by the Investment Fund. Mr. Zimmerman may be deemed to beneficially own 2,564,273 shares of Common Stock held by the Investment Fund and The Michael & Holly Zimmerman Family Foundation Inc. Each of the Reporting Persons disclaims any beneficial ownership of the shares of Common Stock included in this report to the extent such beneficial ownership exceeds such Reporting Person's pecuniary interest.