LiveOne, Inc. — Director's Dealing 2019

Feb 9, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LiveXLive Media, Inc. (LIVX)
CIK: 0001491419
Period of Report: 2019-02-06

Reporting Person: BEBEL MICHAEL J (Senior Executive VP)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-06	Restricted Stock Units	$0	A	500000	Acquired		Common Stock, $0.001 par value (500000)	Direct

Footnotes

F1: The Restricted Stock Units (the "RSUs") reported herein were granted to the Reporting Person on February 6, 2019 pursuant to his Employment Agreement (the "Employment Agreement"), dated as of January 28, 2019 (the "Effective Date").

F2: 83,105 of the RSUs shall vest on the later of (i) July 28, 2019 and (ii) the earlier of (x) the expiration of any "lock up" agreement in respect of shares of the Issuer's capital stock to which the Reporting Person is subject and (y) June 30, 2019, and the remainder of 416,895 of the RSUs shall vest in ten equal installments every three months thereafter with the last vesting date being the three-year anniversary of the Effective Date, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date. Each vested RSU shall be settled by delivery to the Reporting Person of one share of the Issuer's common stock as soon as practicable after the applicable vesting. In the event of a "Change of Control" (as defined in the Employment Agreement) any unvested portion of the RSUs shall vest immediately prior to such event.