LiveOne, Inc. — Director's Dealing 2017

Dec 22, 2017

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: LiveXLive Media, Inc. (LIVX)
CIK: 0001491419
Period of Report: 2017-12-21

Reporting Person: Gold Jerome N. (CFO and EVP)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.001 par value	105000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$1.65	2027-09-01	Common Stock (333334)		Direct
Stock Option (Right to Buy)	$4.00	2027-12-24	Common Stock (333334)		Direct

Footnotes

F1: Includes 100,000 shares that vest in 24 equal tranches of 4,166 shares at the end of each month following April 12, 2017, provided that the last tranche shall equal 4,182 shares.

F2: These options vest in increments, with the first tranche of one-twelfth of the options vesting three months from September 1, 2017 (the "Grant Date"), with an additional one-twelfth of the options vesting every third month thereafter over a period of three years, unless vested sooner in accordance with the Reporting Person's employment agreement. Each portion of the options shall become exercisable on the earlier of (i) one year after the date such portion shall vest, (ii) the second anniversary of the Grant Date, or (iii) the earliest date vested equity awards become exercisable or transferable for similarly situated executives of the Issuer, unless such portion becomes exercisable sooner in accordance with the Reporting Person's employment agreement.

F3: These options expire 10 years from the Grant Date, unless terminated sooner in accordance with the Issuer's 2016 Equity Incentive Plan (the "2016 Plan") or the Reporting Person's employment agreement.

F4: These options vest in increments, with the first tranche of one-twelfth of the options vesting three months from December 14, 2017 (the "Second Grant Date"), with an additional one-twelfth of the options vesting every third month thereafter over a period of three years, unless vested sooner in accordance with the Reporting Person's employment agreement. Each portion of the options shall become exercisable on the earlier of (i) one year after the date such portion shall vest, (ii) the second anniversary of the Second Grant Date, or (iii) the earliest date vested equity awards become exercisable or transferable for similarly situated executives of the Issuer, unless such portion becomes exercisable sooner in accordance with the Reporting Person's employment agreement.

F5: These options expire 10 years from the Second Grant Date, unless terminated sooner in accordance with the 2016 Plan or the Reporting Person's employment agreement.