LiveOne, Inc. — Director's Dealing 2019

Dec 27, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LiveXLive Media, Inc. (LIVX)
CIK: 0001491419
Period of Report: 2019-12-20

Reporting Person: Gold Jerome N. (Director, Chief Strategy Officer & EVP)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-12-20	Restricted Stock Units	$0.0	A	350000	Acquired		Common Stock, $0.001 par value (350000)	Direct

Footnotes

F1: 66.6% of the Restricted Stock Units (the "RSUs") shall vest on September 1, 2021 (the "Initial Vesting Date") and the remaining 33.4% of the RSUs shall vest on September 1, 2022 (the "Second Vesting Date," and together with the Initial Vesting Date, each a "Vesting Date"), subject to the Reporting Person's continued employment with the Issuer through the applicable Vesting Date and subject to earlier vesting upon a Change of Control (as defined in the Reporting Person's Amended and Restated Employment Agreement, dated as of September 1, 2017, as amended (the "EA")) or such other vesting acceleration conditions as set forth in the EA. Each vested RSU may be settled by delivery to the Reporting Person of one share of the Issuer's common stock on the first to occur of: (i) the date of a Change of Control, (continued to Footnote 2)

F2: (continued from Footnote 1) (ii) the date that is ten business days following the applicable Vesting Date, (iii) the date of the Reporting Person's death, and (iv) the date of the Reporting Person's Disability (as defined in the EA).