8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):August 5, 2024

Purple Innovation, Inc.

(Exact Name of Registrant as Specified in itsCharter)

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Delaware	001-37523	47-4078206
(State of Incorporation)	(Commission File Number)	(IRS EmployerIdentification No.)

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4100 North Chapel Ridge Rd., Suite 200
Lehi, Utah	84043
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including

area code: (801) 756-2600

N/A(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written<br>communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting<br>material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐	Pre-commencement<br>communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencements<br>communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per share	PRPL	The NASDAQ Stock Market LLC
Preferred Stock Purchase Rights	N/A	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b–2 of the Securities Exchange Act of 1934 (§240.12b–2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 5, 2024, Purple Innovation, Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2024, and providing revised net revenue guidance for 2024. A copy of this press release is furnished as Exhibit 99.1 to this report and incorporated by reference herein.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

The press release furnished herewith in Exhibit 99.1 contains non-GAAP financial measures. Management believes non-GAAP financial measures assist management and investors in evaluating and comparing period-to-period results and projections in a more meaningful and consistent manner. Reconciliations for these non-GAAP financial measures to the most directly comparable GAAP financial measures are included in the press release.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

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(d) Exhibits.

ExhibitNumber	Description
99.1	Press Release dated August 5, 2024, regarding financial results for the second quarter ended June 30, 2024.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: August 5, 2024	PURPLE INNOVATION, INC.
	By:	/s/ Todd Vogensen
		Todd Vogensen
		Chief Financial Officer

2

Exhibit 99.1

PurpleInnovation Reports Second Quarter 2024 Results

Lehi,Utah, August 5, 2024 – Purple Innovation, Inc. (NASDAQ: PRPL) (“Purple”), a comfort innovation company known for creating the “World’s First No Pressure™ Mattress,” today announced results for the second quarter ended June 30, 2024.

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SecondQuarter Financial Summary (Comparisons versus Second Quarter 2023)^1^

●	Net<br> revenue increased 2.0% to $120.3 million compared to $117.9 million.
o	Wholesale<br> revenue increased 7.2% and Direct-to-Consumer (DTC) revenue decreased 1.8%.
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●	Gross<br> margin increased to 40.7% compared to 30.1%.
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●	Operating<br> expenses were $63.5 million, or 52.8% of revenue compared to $75.7 million, or 64.3% of revenue.
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●	Operating<br> loss was $(14.5) million compared to an operating loss of $(40.3) million.
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●	Net<br> income was $0.0 million as compared to a net loss of $(40.5) million.
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o	Adjusted<br> net loss was $(13.8) million, or $(0.13) per diluted share as compared to adjusted net loss<br> of $(23.9) million, or $(0.23) per diluted share.
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●	EBITDA<br> was $10.6 million compared to $(34.3) million.
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o	Adjusted<br> EBITDA was $(4.1) million compared to $(21.5) million.
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●	Cash<br> and cash equivalents were $23.4 million at June 30, 2024.
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“Our second quarter results underscore the progress we’ve made enhancing the financial profile of the Company,” said Chief Executive Officer Rob DeMartini. “Even as industry trends further deteriorated and impacted demand, we exceeded our adjusted EBITDA plan thanks to a number of operational improvements and cost saving programs that drove a significant increase in gross margins on both a year-over-year and sequential basis. As we look forward, we remain on track for a return to profitability in the second half of the year and are confident that our Path to Premium Sleep strategy will continue to gain traction in the marketplace, allowing us to take share and deliver value to our shareholders.”

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SecondQuarter 2024 Review

Second quarter 2024 net revenue increased 2.0% to $120.3 million, compared to $117.9 million in the second quarter of 2023. This increase was primarily due to increased wholesale channel revenues driven by a significant increase in wholesale floor slots, along with the continued positive response to the Company’s new product lineup. By channel, wholesale revenue increased 7.2% and DTC revenue decreased 1.8%. DTC net revenues declined due to lower e-commerce revenue partially offset by growth in Purple retail showroom revenue driven by the addition of 4 showrooms over the previous 12 months, along with a product mix shift to higher priced product.

Gross margin for the second quarter 2024 increased to 40.7% compared to 30.1% in the year ago period. Excluding the liquidation of discontinued products and other costs associated with the new product launch in the second quarter of 2023, the increase in gross margins was primarily attributable to improved production efficiencies gained through the implementation of several commercial and supply chain actions over the past year.

^1^	Reconciliations for non-GAAP financial measures to the most directly comparable GAAP financial<br>measures are included in the “RECONCILIATION OF GAAP TO NON-GAAP MEASURES” tables at the end of this press release.

1

Operating expenses were $63.5 million, or 52.8% of net revenue for the second quarter of 2024 compared to $75.7 million, or 64.3% of net revenue in the year ago period. The reduction in operating expenses was largely driven by a $8.3 million decrease in general and administrative costs reflecting the non-recurrence of legal and professional fees incurred by the Board’s Special Committee in the second quarter of 2023, along with a $5.0 million decrease in marketing and sales expense. Advertising spend as a percentage of net revenues was 13.2% in the second quarter of 2024 compared to 17.0% in the second quarter of 2023.

Operating loss was $(14.5) million for the second quarter 2024 compared to $(40.3) million in the prior year period.

Net income was $0.0 million for the second quarter 2024 compared to a net loss of $(40.5) million in the year ago period. Adjusted net loss, which excludes adjustments for certain non-cash items and other items the Company does not consider in the evaluation of ongoing operational performance, including a $18.7 million gain on the change in fair value of the warrant liability, was $(13.8)million, or $(0.13) per diluted share, compared to $(23.9) million, or $(0.23) per diluted share in the prior year period. Adjusted net loss has also been adjusted to reflect an estimated effective income tax rate of 25.9% for the current year and comparable prior year period.

EBITDA for the second quarter 2024 was $10.6 million compared to $(34.3) million in the second quarter 2023. Adjusted EBITDA was $(4.1) million compared to Adjusted EBITDA of $(21.5) million in the prior year period.

BalanceSheet

As of June 30, 2024, the Company had cash and cash equivalents of $23.4 million compared to $26.9 million as of December 31, 2023.

Inventories as of June 30, 2024 totaled $69.7 million, representing a decrease of 11.2% compared with June 30, 2023, and an increase of 4.2% compared with December 31, 2023.

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2024Outlook

Based on first half results, couple with ongoing industry-wide demand declines, the Company is amending its revenue outlook and reiterating its adjusted EBITDA outlook for 2024.

Purple now expects full year net revenue to be in the range of $490 to $510 million compared to its prior range of $540 million to $560 million. The Company still expects Adjusted EBITDA to be between $(20) million and $(10) million.

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ConferenceCall and Webcast Information

Purple Innovation, Inc. will host a live conference call to discuss financial results today, August 5, 2024 at 4:30 p.m. Eastern Time. To access the call dial (844) 825-9789 (domestic) or (412) 317-5180 (international). The call is also being webcast and can be accessed on the investor relations section of the Company’s website, investors.purple.com. After the conference call, a webcast replay will remain available on the investor relations section of the Company’s website for 30 days.

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AboutPurple

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Purple, the leading premium mattress company with the #1 Gel Grid technology in the world, the GelFlex^®^ Grid, thoughtfully engineers products that make restorative sleep effortless for every kind of sleeper. The result of over 30 years of innovation and in comfort technologies, Purple’s GelFlex Grid is the most significant advancement in mattresses in decades and is proven to reduce aches and pains. It instantly adapts as you move, balances temperature, relieves pressure and offers support in all the right places. Purple products, including mattresses, pillows, cushions, frames, sheets, and more, can be found online at Purple.com, in 60 Purple stores and over 3,000 retailers nationwide. Sleep Better. Live Purple.

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ForwardLooking Statements

Certain statements made in this release that are not historical facts are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Statements based on historical data are not intended and should not be understood to indicate the Company’s expectations regarding future events. Forward-looking statements provide current expectations or forecasts of future events or determinations. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Factors that could influence the realization of forward-looking statements include, among others: changes in economic, financial and end-market conditions in the markets in which we operate; fluctuations in raw material prices and cost of labor; the financial condition of our customers and suppliers; competitive pressures, including the need for technology improvement, successful new product development and introduction; changes in consumer demand, including pullbacks in consumer spending; disruptions to our manufacturing processes; and the risk factors outlined in the “Risk Factors” section of our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 12, 2024, and in our other filings made with the SEC. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

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Non-GAAPFinancial Measures

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EBITDA, adjusted EBITDA, adjusted net income, and adjusted net income per diluted share are non-GAAP financial measures that remove the impact of certain non-cash and non-recurring costs. Management believes that the use of such non-GAAP financial measures provides investors with additional useful information with respect to the impact of various adjustments, which we view as a better measure of our operating performance. Refer to the attached table for the reconciliation of such non-GAAP financial measures to the most comparable GAAP financial measure.

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With respect to the Company’s Adjusted EBITDA outlook for the third quarter and full year 2024, a quantitative reconciliation to the corresponding GAAP information cannot be provided without unreasonable effort because of the inherent difficulty of accurately forecasting the occurrence and financial impact of the various adjusting items necessary for such reconciliation that have not yet occurred, are out of our control, or cannot be reasonably predicted, including but not limited to warrant liabilities and stock based compensation. For the same reasons, the Company is unable to assess the probable significance of the unavailable information, which could have a material impact on its future GAAP financial results.

**InvestorContact:**Brendon Frey, ICR

brendon.frey@icrinc.com

203-682-8200

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PURPLEINNOVATION, INC.

CondensedConsolidated Balance Sheets

(unaudited– in thousands, except for par value)

			December 31,<br> 2023
Assets
Current assets:
Cash and cash equivalents	23,408		$	26,857
Accounts receivable, net	32,083			37,802
Inventories	69,657			66,878
Prepaid expenses	5,368			8,536
Other current assets	886			1,737
Total current assets	131,402			141,810
Property and equipment, net	119,465			128,661
Operating lease right-of-use assets	90,509			95,767
Intangible assets, net	18,711			22,196
Other long-term assets	2,063			2,191
Total assets	362,150		$	390,625
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	37,452		$	49,831
Accrued compensation	9,186			5,064
Customer prepayments	4,732			5,718
Accrued rebates and allowances	8,635			13,243
Accrued warranty liabilities – current portion	8,141			9,793
Operating lease obligations – current portion	15,122			14,843
Other current liabilities	8,736			12,490
Total current liabilities	92,004			110,982
Related party debt	46,235			—
Long-term debt, net of current portion	—			26,909
Accrued warranty liabilities, net of current portion	27,291			25,798
Operating lease obligations, net of current portion	102,217			109,094
Warrant liabilities	24,477			—
Other long-term liabilities	3,394			2,235
Total liabilities	295,618			275,018
Commitments and contingencies (Note 13)
Stockholders’ equity:
Class A common stock; 0.0001 par value, 210,000 shares authorized; 107,503 issued and outstanding at June 30, 2024 and 105,507 issued and outstanding at December 31, 2023	11			11
Class B common stock; 0.0001 par value, 90,000 shares authorized; 205 issued and outstanding at June 30, 2024 and at December 31, 2023	—			—
Additional paid-in capital	592,541			591,380
Accumulated deficit	(526,159	)		(475,969	)
Total stockholders’ equity attributable to Purple Innovation, Inc.	66,393			115,422
Noncontrolling interest	139			185
Total stockholders’ equity	66,532			115,607
Total liabilities and stockholders’ equity	362,150		$	390,625

All values are in US Dollars.

4

PURPLEINNOVATION, INC.

CondensedConsolidated Statements of Operations

(unaudited– in thousands, except per share amounts)

	Three Months Ended<br> June 30,						Six Months Ended<br> June 30,
	2024			2023			2024			2023
Revenues, net	$	120,271		$	117,882		$	240,304		$	224,609
Cost of revenues		71,331			82,408			149,644			148,557
Gross profit		48,940			35,474			90,660			76,052
Operating expenses:
Marketing and sales		41,377			46,379			82,839			84,552
General and administrative		18,117			26,437			37,845			50,104
Research and development		3,986			2,925			7,652			6,297
Total operating expenses		63,480			75,741			128,336			140,953
Operating loss		(14,540	)		(40,267	)		(37,676	)		(64,901	)
Other income (expense):
Interest expense		(4,161	)		(352	)		(8,635	)		(554	)
Other income, net		53			37			4,447			110
Loss on extinguishment of debt		—			—			(3,394	)		(1,217	)
Change in fair value – warrant liabilities		18,693			—			(4,906	)		—
Total other income (expense), net		14,585			(315	)		(12,488	)		(1,661	)
Net income (loss) before income taxes		45			(40,582	)		(50,164	)		(66,562	)
Income tax benefit (expense)		(54	)		(72	)		(113	)		(144	)
Net income (loss)		(9	)		(40,654	)		(50,277	)		(66,706	)
Net loss attributable to noncontrolling interest		(36	)		(167	)		(87	)		(286	)
Net income (loss) attributable to Purple Innovation, Inc.	$	27		$	(40,487	)	$	(50,190	)	$	(66,420	)
Net income (loss) per share:
Basic	$	0.00		$	(0.39	)	$	(0.47	)	$	(0.65	)
Diluted	$	(0.00	)	$	(0.39	)	$	(0.47	)	$	(0.65	)
Weighted average common shares outstanding:
Basic		107,489			105,079			106,755			101,760
Diluted		107,779			105,079			106,755			101,760

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PURPLEINNOVATION, INC.

CondensedConsolidated Statements of Cash Flows

(unaudited- in thousands)

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	Three Months Ended<br><br> June 30,						SixMonths Ended June 30,
	2024			2023			2024			2023
Cash flows from operating activities:
Net loss	$	(9	)	$	(40,654	)	$	(50,277	)	$	(66,706	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		6,439			6,007			12,821			12,890
Non-cash interest		1,809			416			3,372			686
Paid-in-kind interest		2,525			—			4,375			—
Loss on extinguishment of debt		—			—			3,394			1,217
Change in fair value – warrant liabilities		(18,693	)		—			4,906			—
Stock-based compensation		825			1,661			1,317			2,853
Loss on disposal of property and equipment		—			—			112			—
Changes in operating assets and liabilities:
Accounts receivable		(4,341	)		(8,657	)		5,719			11,467
Inventories		2,371			9,423			(2,779	)		(5,061	)
Prepaid expenses and other assets		4,599			2,049			4,665			2,952
Operating leases, net		(1,131	)		239			(1,340	)		1,315
Accounts payable		(2,479	)		2,081			(9,522	)		3,304
Accrued compensation		(602	)		(5,598	)		4,122			(2,709	)
Customer prepayments		738			2,624			(986	)		1,025
Accrued rebates and allowances		109			2,845			(4,608	)		(3,977	)
Accrued warranty liabilities		(527	)		3,165			(159	)		5,063
Other accrued liabilities		(549	)		(151	)		(862	)		(2,372	)
Net cash used in operating activities		(8,916	)		(24,550	)		(25,730	)		(38,053	)
Cash flows from investing activities:
Purchase of property and equipment		(2,104	)		(2,500	)		(5,142	)		(5,443	)
Investment in intangible assets		(49	)		(225	)		(111	)		(380	)
Net cash used in investing activities		(2,153	)		(2,725	)		(5,253	)		(5,823	)
Cash flows from financing activities:
Payments on term loan		—			—			(25,000	)		(24,656	)
Payments on revolving line of credit		—			—			(5,000	)		—
Proceeds from related party loan		—			—			61,000			—
Payments for debt issuance costs		—			—			(3,466	)		(2,898	)
Proceeds from stock offering		—			—			—			60,300
Payments for public offering costs		—			(201	)		—			(3,301	)
Proportional Representation Preferred Linked Stock redemption fee		—			(105	)		—			(105	)
Tax receivable agreement payments		—			—			—			(269	)
Net cash provided by (used in) financing activities		—			(306	)		27,534			29,071
Net decrease in cash		(11,069	)		(27,581	)		(3,449	)		(14,805	)
Cash, beginning of the period		34,477			54,530			26,857			41,754
Cash, end of the period	$	23,408		$	26,949		$	23,408		$	26,949

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6

PURPLEINNOVATION, INC.

RECONCILIATIONOF GAAP TO NON-GAAP MEASURES

(Inthousands)

Management believes that the use of the following non-GAAP financial measures provides investors with additional useful information with respect to the impact of various adjustments, which we view as a better measure of our operating performance. These non-GAAP financial measures are EBITDA, adjusted EBITDA, adjusted net income, adjusted net income per diluted share and adjusted gross profit. Other companies may calculate these non-GAAP measures differently than we do. These non-GAAP measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for our financial results prepared in accordance with GAAP.

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Reconciliationof GAAP Net Income (Loss) to Non-GAAP EBITDA and Adjusted EBITDA

A reconciliation of GAAP net income (loss) to the non-GAAP measures of EBITDA and adjusted EBITDA is provided below. EBITDA represents net income (loss) before interest expense, income tax (benefit) expense, other (income) expense, net, and depreciation and amortization. Adjusted EBITDA represents EBITDA excluding costs incurred due to stock-based compensation expense, debt extinguishment, changes in the fair value of the warrant liability, nonrecurring legal fees, Board special committee costs, executive interim and search costs, severance costs, vendor separation fee, showroom opening costs, new production facility start-up costs and COVID-19 related expenses. We believe EBITDA and Adjusted EBITDA provide additional useful information with respect to the impact of various adjustments and provide meaningful measures of our operating performance.

	Three Months Ended<br> <br>June 30,						Six Months Ended<br> <br>June 30,
	2024			2023			2024			2023
GAAP net loss	$	(9	)		(40,654	)		(50,277	)		(66,706	)
Interest expense		4,161			352			8,635			554
Income tax expense		54			72			113			144
Other income, net		(53	)		(37	)		(4,447	)		(110	)
Depreciation and amortization		6,439			6,007			12,821			12,890
EBITDA		10,592			(34,260	)		(33,155	)		(53,228	)
Adjustments:
Change in fair value - warrant liability		(18,693	)		—			4,906			—
Loss on extinguishment of debt		—			—			3,394			1,217
Stock-based compensation expense		829			1,661			1,321			2,853
Vendor separation fee		—			—			—			1,050
Loss on project write-off		1,355			—			1,355			—
Legal fees		87			1,395			924			2,745
Board special committee fees		—			8,298			—			14,160
Acquisition expenses		—			65			—			65
Executive interim and search costs		1,526			1,013			2,974			1,802
Severance costs		104			267			884			586
Showroom opening costs		57			39			58			96
Adjusted EBITDA	$	(4,143	)	$	(21,522	)	$	(17,339	)	$	(28,654	)

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Reconciliationof GAAP Net Income to non-GAAP Adjusted Net Income and Adjusted Net Income per Diluted Share

Our presentation of adjusted net income assumes that all net income is attributable to Purple Innovation, Inc. (i.e. there is no allocation of net income or loss to noncontrolling interests), which assumes the full exchange at the beginning of the period of all outstanding Paired Securities for shares of Class A common stock of Purple Innovation, Inc., adjusted for certain nonrecurring items that we do not believe directly reflect our core operations. Adjusted net income per share, diluted, is calculated by dividing adjusted net income by the total shares of Class A common stock outstanding plus any dilutive warrants, options and restricted stock as calculated in accordance with GAAP and assuming the full exchange of all outstanding Paired Securities as of the beginning of each period presented. Adjusted net loss and adjusted net loss per diluted share, are supplemental measures of operating performance that do not represent, and should not be considered, alternatives to net loss and earnings per share, as calculated in accordance with GAAP. We believe adjusted net loss and adjusted net loss per diluted share, supplement GAAP measures and enable us to more effectively evaluate our performance period-over-period. A reconciliation of net loss, the most directly comparable GAAP measure, to adjusted net loss and the computation of adjusted net loss per diluted share, are set forth below:

(in thousands, except per share amounts)	Three Months Ended <br><br>June 30,						Six Months Ended<br><br> June 30,
	2024			2023			2024			2023
Net loss	$	(9	)	$	(40,654	)	$	(50,277	)	$	(66,706	)
Income tax (benefit) expense, as reported		54			72			113			144
Loss on extinguishment of debt		—			—			3,394			1,217
Board special committee fees		—			8,298			—			14,160
Change in fair value – warrant liabilities		(18,693	)		—			4,906			—
Adjusted net loss before income taxes		(18,648	)		(32,284	)		(41,864	)		(51,185	)
Adjusted income tax benefit^(1)^		4,830			8,362			10,843			13,257
Adjusted net loss	$	(13,818	)	$	(23,922	)	$	(31,021	)	$	(37,928	)
Adjusted net loss per share, diluted	$	(0.13	)	$	(0.23	)	$	(0.29	)	$	(0.37	)
Adjusted weighted-average shares outstanding, diluted^(2)^		107,779			105,079			106,755			102,188
(1)	Represents the<br>estimated effective tax rate of 25.9% for the three and six months ended June 30, 2024 and 2023, applied to adjusted net income before<br>income taxes. The estimated effective tax rates are what the Company would be subject to and consist of the combined federal statutory<br>tax rate and the Company’s blended state tax rates, assuming no valuation allowance.
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(2)	Assumes options<br>and restricted stock units calculated in accordance with GAAP and the full exchange of all outstanding Paired Securities for shares of<br>Class A common stock as of the beginning of the period.
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A reconciliation of net income (loss) per share, diluted, to adjusted net loss per diluted share is set forth below for the three and six months ended June 30, 2024 and 2023:

	For the Three Months Ended
	June 30, 2024								June 30, 2023
	Net Income			Weighted<br><br> Average<br> Shares,<br> Diluted		Net <br><br>Income <br><br>per Share,<br><br> Diluted			Net Income			Weighted<br><br> Average<br><br> Shares,<br><br> Diluted		Net <br><br>Income<br><br> per Share,<br><br> Diluted
Net income (loss) attributable to Purple Innovation Inc.^(1)^	$	27			107,779	$	0.00		$	(40,487	)		105,079	$	(0.39	)
Assumed exchange of shares^(2)^		(36	)		—					(167	)		428
Net loss		(9	)							(40,654	)
Adjustments to arrive at adjusted loss before taxes^(3)^		(18,639	)							8,370
Adjusted loss before taxes		(18,648	)							(32,284	)
Adjusted income tax benefit^(4)^		4,830								8,362
Adjusted net loss	$	(13,818	)		107,779	$	(0.13	)	$	(23,922	)		105,507	$	(0.23	)
(1)	Represents net<br>income (loss) attributable to Purple Innovation, Inc. and the associated weighted average diluted shares, of Class A common stock outstanding.<br>For the three months ended June 30, 2024, the Paired Securities are included in the beginning weighted average shares, diluted.
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(2)	Assumes the full<br>exchange of all outstanding Paired Securities for shares of Class A common stock as of the beginning of the period. Also assumes the<br>addition of net income attributable to noncontrolling interests corresponding with the assumed exchange of the Paired Securities for<br>shares of Class A common stock.
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(3)	Represents the<br>total impact of all adjustments identified in the adjusted net income table above to arrive at adjusted income before income taxes. Also<br>assumes the dilutive warrants, options and restricted stock as calculated in accordance with GAAP.
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(4)	Represents the<br>estimated effective tax rate of 25.9% for the three months ended June 30, 2024 and 2023, applied to adjusted net income before income<br>taxes. The estimated effective tax rates are what the Company would be subject to and consist of the combined federal statutory tax rate<br>and the Company’s blended state tax rates.
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9

	For the Six Months Ended
	June 30, 2024								June 30, 2023
	Net Income			Weighted Average  Shares,  Diluted		Net Income per Share, Diluted			Net Income			Weighted Average Shares, Diluted		Net Income per Share, Diluted
Net<br> loss attributable to Purple Innovation Inc.^(1)^	$	(50,190	)		106,755	$	(0.47	)	$	(66,420	)		101,760	$	(0.65	)
Assumed exchange of shares^(2)^		(87	)		205					(286	)		428
Net loss		(50,277	)							(66,706	)
Adjustments<br> to arrive at adjusted loss before taxes^(3)^		8,413								15,521
Adjusted loss before taxes		(41,864	)							(51,185	)
Adjusted income tax benefit^(4)^		10,843								13,257
Adjusted net loss	$	(31,021	)		106,960	$	(0.29	)	$	(37,928	)		102,188	$	(0.37	)
(1)	Represents net<br>loss attributable to Purple Innovation, Inc. and the associated weighted average diluted shares, of Class A common stock outstanding.
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(2)	Assumes the full<br>exchange of all outstanding Paired Securities for shares of Class A common stock as of the beginning of the period. Also assumes the<br>addition of net income attributable to noncontrolling interests corresponding with the assumed exchange of the Paired Securities for<br>shares of Class A common stock.
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(3)	Represents the<br>total impact of all adjustments identified in the adjusted net income table above to arrive at adjusted income before income taxes. Also<br>assumes the dilutive warrants, options and restricted stock as calculated in accordance with GAAP.
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(4)	Represents the<br>estimated effective tax rate of 25.9% for the six months ended June 30, 2024 and 2023, applied to adjusted net income before income taxes.<br>The estimated effective tax rates are what the Company would be subject to and consist of the combined federal statutory tax rate and<br>the Company’s blended state tax rates, assuming no valuation allowance.
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10