What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2024-03-12 compared with 2023-03-22 · 22 added, 41 removed, 8 unchanged (89% of the section changed)

Market for Registrant’s Common

Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

Our Class A common stock is

listed on the Nasdaq Global Market under the symbol “PRPL”.

As of March 20, 2023, there were approximately 95 holders of record

of shares of our Class A common stock and 14 holders of record of shares of our Class B common stock.

Our Class B common stock is not

listed or quoted on any exchange and is not transferrable by the holders, subject to certain limited exceptions.

This number does not

include stockholders for which shares are held in “nominee” or “street” name.

We have not paid any cash

dividends on our common stock to date.

The payment of cash dividends in the future will be dependent upon our revenues and earnings, if

any, capital requirements, general financial condition, our compliance with restrictive covenants in the 2020 Credit Agreement and other

future indebtedness that we may incur, opportunities to invest in future growth initiatives, and the discretion of our Board at such time.

Our Board is not currently contemplating and does not anticipate declaring any stock dividends in the foreseeable future.

Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

Our Common Stock is listed on NASDAQ under the symbol “PRPL”.

As of March 12, 2024, there were approximately 116 holders of record of shares of our Common Stock and 10 holders of record of shares

of our Class B Stock.

Our Class B Stock is not listed or quoted on any exchange and is not transferrable by the holders, subject to certain

limited exceptions, including the exchange of Class B Stock for shares of Common Stock pursuant to the exchange agreement, dated February

2, 2018, between the Company, Purple LL, InnoHold and Class B Unit holders who became a party thereto The number of holders of record

of our Common Stock does not include stockholders for which shares are held in “nominee” or “street” name.

We have not paid any cash dividends on our Common Stock to date.

payment of cash dividends in the future will be dependent upon our revenues and earnings, if any, capital requirements, general financial

condition, our compliance with restrictive covenants in the Amended and Restated Credit Agreement and other future indebtedness that we

may incur, opportunities to invest in future growth initiatives, and the discretion of our Board of Directors at such time.

of Directors is not currently contemplating and does not anticipate declaring any cash dividends on our Common Stock in the foreseeable

Comparative Stock Performance

The following graph illustrates

the cumulative total return over the last five years from February 2, 2018 through December 31, 2022, for (i) our Class A common stock,

(ii) the Standard and Poor’s (S&P) 500 Home Furnishings Index, and (iii) the Nasdaq Stock Market (U.S.) Index.

the cumulative total return over the last five years from December 31, 2018 through December 31, 2023, for (i) our Common Stock, (ii)

the Standard and Poor’s (S&P) 500 Home Furnishings Index, and (iii) the NASDAQ Stock Market (U.S.) Index.

The graph assumes

$100 was invested on February 2, 2018 in each of our Class A common stock, the S&P 500 Home Furnishings Index, and the Nasdaq Stock

Market (U.S.) Index, and that any dividends were reinvested.

The comparisons reflected in the graph are not intended to forecast the

future performance of our stock and may not be indicative of our future performance.

The graph and related information shall not be deemed

to be “soliciting material” or to be “filed” with the Securities and Exchange Commission, nor shall such information

be incorporated by reference into any future filing under the Securities Act or Exchange Act, except to the extent that the Company specifically

incorporates it by reference into such filing.

$100 was invested on January 1, 2019 in each of our Common Stock, the S&P 500 Home Furnishings Index, and the NASDAQ Stock Market

(U.S.) Index, and that any dividends were reinvested.

The comparisons reflected in the graph are not intended to forecast the future performance

of our Common Stock and may not be indicative of our future performance.

The graph and related information shall not be deemed to be “soliciting

material” or to be “filed” with the SEC, nor shall such information be incorporated by reference into any future filing

with the SEC, except to the extent that the Company specifically incorporates it by reference into such filing.

Purple Innovation, Inc.

2 unchanged sentences

Recent Sales of Unregistered Securities

Coliseum Private Placement

to that certain Subscription Agreement dated February 1, 2018 between the Company and certain investment funds and vehicles affiliated

with or managed by Coliseum, Coliseum holds certain contractual preemptive rights relating to the sale of shares of our Class A common

stock, including the shares of Class A common stock sold in the February 2023 public offering described above.

Coliseum currently holds

approximately 44.7% of our outstanding voting power.

On February 8, 2023, we agreed with Coliseum that, contingent upon the underwriters

in the February 2023 public offering exercising their option to purchase additional shares of our Class A common stock, we may sell to

Coliseum up to its pro rata share of the Class A common stock sold pursuant to such option in a concurrent private placement at the public

offering price of $4.50 per share (the “Coliseum Private Placement”).

This would result in an aggregate of up to approximately

1,610,317 shares of our Class A common stock purchased by Coliseum in the Coliseum Private Placement, which amount would be in addition

to the shares sold in the February 2023 public offering and pursuant to the underwriters’ option to purchase additional shares.

We estimate that the net proceeds from the Coliseum Private Placement, if Coliseum purchases its pro rata share in full, will be approximately

$7.2 million.

Issuer Purchases of Equity Securities

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity