FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Nelson Shawn David
  2. Issuer Name and Ticker or Trading Symbol
Lovesac Co [LOVE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last)
(First)
(Middle)
C/O THE LOVESAC COMPANY, TWO LANDMARK SQUARE, SUITE 300
3. Date of Earliest Transaction (Month/Day/Year)
06/05/2022
(Street)

STAMFORD, CT 06901
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.00001 par value 06/05/2022   F   1,210 (1) D $ 36.35 150,413 D  
Common Stock, $0.00001 par value 06/05/2022   F   3,237 (2) D $ 36.35 147,176 D  
Common Stock, $0.00001 par value 06/07/2022   F   661 (3) D $ 38 146,515 D  
Common Stock, $0.00001 par value 06/05/2022   A   2,669 (4) A $ 0 149,184 D  
Common Stock, $0.00001 par value 06/05/2022   F   1,210 (5) D $ 36.35 147,974 D  
Common Stock, $0.00001 par value 06/05/2022   A   7,144 (6) A $ 0 155,118 D  
Common Stock, $0.00001 par value 06/05/2022   F   3,237 (7) D $ 36.35 151,881 D  
Common Stock, $0.00001 par value 06/07/2022   A   1,457 (8) A $ 0 153,338 D  
Common Stock, $0.00001 par value 06/07/2022   F   661 (9) D $ 38 152,677 D  
Common Stock, $0.00001 par value               72,895 I The LPDV Holding Trust (10)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (11) 06/05/2022   M     2,669   (4)   (4) Common Stock 2,669.00 $ 0 0 D  
Restricted Stock Units (11) 06/05/2022   M     7,144   (6)   (6) Common Stock 7,144.00 $ 0 7,146 D  
Restricted Stock Units (11) 06/07/2022   M     1,457   (8)   (8) Common Stock 1,457.00 $ 0 2,916 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Nelson Shawn David
C/O THE LOVESAC COMPANY
TWO LANDMARK SQUARE, SUITE 300
STAMFORD, CT 06901
  X     Chief Executive Officer  

Signatures

 /s/ Megan C. Preneta, as Attorney-in-Fact for Shawn Nelson   06/07/2022
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the settlement of the third tranche of performance-based restricted stock units ("RSUs") granted on June 5, 2019 that vested on March 24, 2022. No shares were sold.
(2) The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the settlement of the second tranche of performance-based RSUs granted on June 5, 2020 that vested on March 24, 2022. No shares were sold.
(3) The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the settlement of the first tranche of performance-based RSUs granted on June 7, 2021 that vested on March 24, 2022. No shares were sold.
(4) The reported shares were acquired upon the vesting of the third tranche of time-based RSUs granted on June 5, 2019.
(5) The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of the third tranche of time-based RSUs granted on June 5, 2019. No shares were sold.
(6) The reported shares were acquired upon the vesting of the second tranche of time-based RSUs granted on June 5, 2020.
(7) The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of the second tranche of time-based RSUs granted on June 5, 2020. No shares were sold.
(8) The reported shares were acquired upon the vesting of the first tranche of time-based RSUs granted on June 7, 2021.
(9) The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of the first tranche of time-based RSUs granted on June 7, 2021. No shares were sold.
(10) The reported shares are held by The LDPV Holding Trust, dated October 1, 2018, of which the reporting person's spouse is trustee and the reporting person has sole authority over the disposition of the shares of the Issuer held by the trust.
(11) Each RSU represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock.

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