Exhibit 99.1

SEPARATION AGREEMENT AND GENERAL RELEASE

This Separation Agreement and General Release (hereinafter “Agreement”) is entered into as of the Effective Date (as defined in Section 17 of this Agreement), by and between Joseph B. Megibow (hereinafter “Employee”), on the one hand, and Purple Innovation, Inc, a Delaware corporation (hereinafter “Employer”), on the other hand.

RECITALS

WHEREAS, Employee is employed by the Employer as its Chief Executive Officer;

WHEREAS, Employee and Employer are parties to an employment agreement entered into as of September 20, 2018, as amended (the “Employment Agreement”); and

WHEREAS, Employer and Employee wish to enter into this Agreement to document the Agreement that has been reached between them regarding Employee’s departure from the Employer.

AGREEMENT

NOW THEREFORE, in consideration of the mutual covenants and conditions set forth below, and other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge, and intending to be legally bound thereby, Employer and Employee covenant and agree as follows:

1. Termination of Employment. Employer and Employee agree that Employee’s employment with Employer will terminate effective as of December 13, 2021 (the “Termination Date”). Effective as of the Termination Date, Employee hereby resigns from all positions Employee holds as an officer, employee, director or otherwise with respect to Employer, its subsidiaries and affiliates, including but not limited to his position as Chief Executive Officer.

2. Transition Period. Provided that this Agreement becomes effective pursuant to Section 17, from the Termination Date until June 30, 2022 (the “Transition Period”), Employee shall serve as Advisor to the Company’s Chief Executive Officer reporting solely and directly to the Chief Executive Officer (not exceeding forty (40) hours per month). Employee agrees and acknowledges that, in such role, he shall continue to be subject to the terms of Section 7 of the Employment Agreement as though he continued to be an employee mutatis mutandis, except that any restrictions stated in Section 7(b) of the Employment Agreement shall not apply to any Works created following the Effective Date unless they relate to the business, assets or operations of the Company or were created as part of the advisory services referenced herein or with any tools, personnel, information, data or facilities of the Company. If Executive complies with this Agreement and his Employment Agreement, the post-termination exercise period of the Stock Options (defined below) each will be extended from three months following the Termination Date until November 30, 2022. For the avoidance of doubt, Employee shall not be entitled to any additional vesting credit under his Stock Options (defined below) for the Transition Period.

3. Accrued Benefits. Regardless of whether this Agreement becomes effective, Employee shall be entitled to receive from the Employer (i) any accrued but unpaid base salary as of the Termination Date, (ii) accrued cash bonus for the 2020 bonus period in the amount of $25,000, (iii) a cash payment of $43,822.12, less required withholdings, representing the value of Employee’s accrued but unused vacation as of the Termination Date; (iv) any eligible unpaid expense reimbursements, (v) employee’s vested account balance in the Employer’s 401(k) plan; and (vi) the following vested options to purchase shares of Employer’s common stock (“Stock Options”):

All other stock options granted to Employee and outstanding as of the Termination Date are forfeited as of the Termination Date.

4. Severance Benefits. In exchange for Employee’s execution and non-revocation of this Agreement, Employer agrees to provide Employee with severance consisting of (a) $500,000, representing twelve (12) months of Employee’s base salary, to be paid in cash over eighteen (18) months in substantially equal installments in accordance with Employer’s regular payroll practices with the first installment payable on Employer’s first regular pay date following the later of the Effective Date or the sixtieth (60^th) day following the Termination Date (the “Severance Commencement Date”); (b) a cash payment equal to Executive’s annual bonus for 2021, if any, in an amount determined based on the attainment of performance metrics for the fiscal year ending December 31, 2021, with such payment to be made at the same time that 2021 annual bonuses are paid to the Employer’s other executive officers; and (c) if Employee timely elects continued group health insurance coverage for himself and his eligible dependents pursuant to COBRA, the Employer will pay a portion of Employee’s monthly COBRA premium for COBRA coverage for six (6) months, that is equal to the monthly premium amount the Employer paid on behalf of Employee immediately prior to the Termination Date (the “Severance Benefits”). The payments under clauses (a) and (b) above shall be reported as wages to the Employee on IRS Form W-2 and subject to applicable withholding taxes. Employee acknowledges and agrees that he would not otherwise be entitled to the Severance Benefits but for his execution and non-revocation of this Agreement.

Representations and Obligations of Employee

5. Release and Waiver. In exchange for the Severance Benefits described in Section 4 above, Employee, on behalf of himself, and his heirs, executors, administrators, and assigns, hereby fully and forever unconditionally releases and discharges Employer, all of its past and present parent, subsidiary, affiliated and related corporations, partnerships, or companies, their predecessors, successors and assigns, together with their divisions and departments, and all past or present owners, officers, directors, employees, insurers, employee benefit programs (and the trustees, administrators, fiduciaries, and insurers of such programs)(hereinafter referred to collectively as “Releasees”), and Employee covenants not to sue or assert against Releasees, for any purpose, any and all claims, administrative complaints, demands, actions and causes of action, of every kind and nature whatsoever, whether at law or in equity, arising from or in any way related to Employee’s employment by Employer or termination of employment with Employer, based in whole or in part upon any act, omission or event, occurring on or before the date Employee executes this Agreement, without regard to Employee’s present actual knowledge of the act, omission or event, which Employee may now have, or which Employee, or any person acting on Employee’s behalf may at any future time have or claim to have, including specifically, but not by way of limitation, matters which may arise under any federal, state or local law, including but not limited to the Employee Retirement Income Security Act, the National Labor Relations Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, sections 1981 through 1988 of Title 42 of the United States Code, the Occupational Safety and Health Act, the Age Discrimination in Employment Act (“ADEA”), the Older Workers Benefit Protection Act, the Americans with Disabilities Act, the Equal Pay Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the Families First Coronavirus Response Act, the CARES Act, the Consolidated Appropriations Act of 2021, the American Rescue Plan Act of 2021, the California Fair Employment and Housing Act, California Labor Code Section 200 et seq., California Business and Professions Code Section 17200, et seq., any applicable California Industrial Welfare Commission order, the Utah Labor Code, and any other local, state or federal law, as well as any and all claims grounded in common law, contract, quasi-contract, tort or equitable theories. However, Employee is not releasing (i) any of the few claims that the law does not permit Employee to release by private agreement; or (ii) Employee’s right to enforce this Agreement; or (iii) Employee’s right to indemnification as provided in the October 1, 2018 Indemnification Agreement. The Released Parties are intended to be third-party beneficiaries of this Agreement, and this Agreement may be enforced by each of them in accordance with the terms hereof in respect of the rights granted to such Released Parties hereunder.

Employee expressly waives the protection of Section 1542 of the Civil Code of the State of California and any analogous rule or principle of any other jurisdiction. Section 1542 provides:

A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party

6. Non-Disparagement and Social Media. Employee agrees that Employee shall not make any disparaging, derogatory and/or defamatory statements, remarks or comments regarding Employer or its officers, agents, products, (but limited to current products and product categories or products and product categories which have been, or are being, contemplated through the Effective Date), employees, consultants and/or services either expressly or by implication either orally, in writing or via electronic media. Employee further agrees that Employee shall not make any statement or criticism, or otherwise communicate, publish or otherwise disseminate, or cause or encourage others to communicate, publish or otherwise disseminate, any information which is adverse to the interests of, or that would cause Employer, its parent, affiliates, subsidiaries, divisions, or its current (including as of the Effective Date) and former directors, agents, shareholders, employees, consultants or executives embarrassment or humiliation or otherwise cause or contribute to such entity or person being held in disrepute by the public or Employer’s consultants, clients or customers. This provision prohibits the making of any disparaging statements, remarks and/or comments regardless of the truthfulness of the statement. Notwithstanding the foregoing, Employee may communicate his honest views about current employees of the Company to the Board during the period in which Employee serves as an advisor as contemplated hereby. Employer will decide in its sole discretion on the content and method of communicating the announcement of Employee’s termination of employment; provided that Company will, in its initial press release, set out that Employee will serve as an advisor to the Company to ensure a smooth transition; and Employee will not announce the termination of employment (except to members of Employee’s immediate family) either in writing, orally, or via electronic media, without the prior written approval of Employer. Violation of the obligations in this paragraph shall result in a forfeiture of Employee’s rights under this Agreement and recapture of all compensation and benefits paid to Employee under this Agreement. Employer shall instruct the current (including for these purposes, as of the Effective Date) members of its Board of Directors and the Employer’s current executive officers not to make any disparaging, derogatory and/or defamatory statements, remarks or comments regarding Employee. Notwithstanding the foregoing, Employee shall not be prohibited from competing with the Company following the termination of the provisions set forth in Section 5(a)(i) of the Employment Agreement.

7. Return of Employer Property, Access to Accounts and Confidential Information. Employee represents and warrants that as of the Termination Date, Employee will return to Employer all property of Employer within Employee’s possession, custody or control except as permitted by Employer so that Employee may provide advisory services to Employer requested from time to time by Employer. Employee’s access to Employer’s Google Docs or any other accounts as well as access to the Employer’s administrative accounts was terminated as of the Termination Date. Employee agrees to not disclose to any third parties or use (or enable anyone else to use) any confidential information of Employer (meaning any information which is not readily available in the public domain) including, but not limited to, marketing plans, accounting information, employee data, customer data or information, consultant data or information, or supplier or vendor data or information, except as needed by Employee to provide advisory services to Employer or as otherwise agreed in writing. The recitation of these obligations in this Agreement is in addition to, and not in lieu of, Employee’s obligations in Sections 6 and 8 of the Employment Agreement.

8. Cooperation: Notwithstanding Section 2 above, Employee agrees that, as requested by the Employer, Employee will fully cooperate with the Employer or any affiliate in effecting an immediate smooth transition of Employee’s responsibilities to others and with respect to any current or future investigation or the defense or prosecution of any claims, proceedings, arbitrations or other actions. For example, as requested by the Employer, Employee will promptly and fully respond to all inquiries from the Employer or any affiliate and its representatives relating to any lawsuit or arbitration and testify truthfully on behalf of the Employer in connection with any such lawsuit or arbitration. Employee further agrees that, as requested by the Employer, Employee will cooperate fully with the Employer or its representatives in any investigation, proceeding, administrative review, or litigation brought against the Employer or any Releasee by any government agency or private party pertaining to matters occurring during Employee’s employment with the Employer. To the extent that Employee incurs out-of-pocket expenses in assisting the Employer or any affiliate at its request, the Employer will mail Employee a reimbursement check for those expenses within 15 days following its receipt of my request for payment, which request shall include satisfactory written substantiation of the claimed expenses.

9. No Transfer of Rights. Employee warrants that Employee has not assigned or transferred any right or claim described in the general release given in Section 5 above.

10. No Reliance on Extraneous Information. Employee acknowledges that, in signing this general release, Employee is not relying on any information provided to Employee by Employer, nor is Employee relying upon Employer to provide any information.

11. No Exit Incentive. The severance compensation provided under this Agreement is not offered in connection with any specific exit incentive or other employment termination program.

Miscellaneous Provisions

12. Governing Law and Venue. This Agreement shall be governed in all respects, whether as to validity, construction, capacity, performance or otherwise by the laws of the State of Utah. Employer and Employee agree to resolve on an individual basis any disputes we may have with each other through final and binding arbitration. Employee also agrees to resolve through final and binding arbitration any disputes Employee has with any other Releasee who elects to arbitrate those disputes under this subsection. Arbitrations will be conducted by JAMS in accordance with its employment dispute resolution rules (and no other JAMS rules), except that if any provision of this section conflicts with the JAMS rules, then the provision of this section will prevail. This agreement to arbitrate does not preclude resort to or recovery through any government agency process or proceeding, including but not limited to those of the National Labor Relations Board and the Equal Employment Opportunity Commission (or its state and local counterparts). Except as otherwise may be required by law, the parties to the arbitration will bear their own costs and attorneys’ fees and share equally the JAMS fee and the arbitrator’s fee; provided, however, that the arbitrator at the conclusion of the arbitration will award costs and attorneys’ fees to the prevailing party, except where the fee-shifting law applicable to the claim(s) asserted provides otherwise. Employee acknowledges that he understands this section’s arbitration requirements and that arbitration would be in lieu of a court or jury trial. The Federal Arbitration Act will govern this section, but if for any reason the FAA is held to be inapplicable, then the law of arbitrability of the State of Utah will apply. Notwithstanding any provisions of the JAMS rules, arbitration shall occur on an individual basis only, and a court of competent jurisdiction (and not an arbitrator) shall resolve any dispute regarding the formation, validity, or enforceability of any provision of this Agreement. Employee waives the right to initiate, participate in or recover through any class or collective action. Any arbitration shall be conducted in Salt Lake City, Utah. Nothing in this paragraph shall limit the right of Employer to enforce its rights under Sections 5, 6 or 7 of the Employment Agreement by injunction or other request for equitable relief to a court of competent jurisdiction. Venue for any request for equitable relief shall be exclusively in the state or federal courts located in State of Utah.

13. Entire Agreement. This Agreement constitutes the sole and entire agreement between Employer and Employee and supersedes any and all understandings and agreements made prior hereto, if any. There are no collateral understandings, representations or agreements other than those contained herein. Notwithstanding this paragraph, nothing in this Agreement shall abrogate the non-competition, non-solicitation, confidentiality and assignment of intellectual property obligations of Employee that exist in Section 5, 6 and 7 of the Employment Agreement or any other agreement signed by Employee while employed by the Company.

14. Modification. No provision of this Agreement shall be amended, waived or modified except by an instrument in writing signed by the parties hereto.

15. No Admission of Liability. It is understood and agreed that the execution of this Agreement by Employer is not to be construed as an admission of any liability on its part to Employee other than to comply with the terms of this Agreement.

16. Attorney’s Fees. In any action to enforce or interpret the terms or provisions of this Agreement, the prevailing party in such action will be entitled to its reasonable attorneys’ fees and costs, arbitration fees, paralegal fees, expert witness fees, court filing fees, copying charges, and deposition transcription fees.

17. Older Workers’ Benefit Protection Act/ADEA Claims.

a. This section of the Agreement addresses Employee’s release of claims arising under the ADEA, the federal law involving discrimination on the basis of age in employment (age 40 and above). This section is provided, in compliance with federal law, including but not limited to the ADEA and the Older Workers’ Benefit Protection Act of 1990, to ensure that Employee clearly understands his rights so that any release of age discrimination claims under federal law (the ADEA) is knowing and voluntary on the part of Employee.

b. Employee represents, acknowledges and agrees that the Employer has advised him, in writing through this subparagraph, to discuss this Agreement with an attorney, and to the extent, if any, that Employee has desired, Employee has done so; that the Employer has given Employee twenty-one (21) days from receipt of this Agreement to review and consider this Agreement before signing it, and Employee understands that he may use as much of this twenty- one (21) day period as he wishes prior to signing; that no promise, representation, warranty or agreements not contained herein have been made by or with anyone to cause him to sign this Agreement; that he has read this Agreement in its entirety, and fully understands and is aware of its meaning, intent, content and legal effect; and that he is executing this release voluntarily and free of any duress or coercion from any source.

c. The Parties acknowledge that for a period of seven (7) days following the Employee’s execution of this Agreement, Employee may revoke this Agreement. If revocation occurs, this Agreement shall not become effective or enforceable and Employee will not receive the Severance Benefits or other additional consideration provided herein. If revocation does not occur, the Agreement shall become effective and enforceable upon the eighth (8^th) day after it has been signed by Employee (the “Effective Date”). To be effective, the revocation must be in writing and delivered to Employer either by hand or by mail or email within the applicable 7-day revocation period. If delivered by mail, the revocation must be: (i) postmarked within the applicable 7-day revocation period; (ii) properly addressed to Purple Innovation, LLC, 4100 N. Chapel Ridge Road, Suite 200, Lehi, Utah 84043, Attention: Casey K. McGarvey and (iii) sent by certified mail, return receipt requested. If delivered by email, the revocation must be sent within the applicable 7-day revocation period to casey@purple.com with the subject line ‘REVOCATION OF TRANSITION AGREEMENT.’

d. This Agreement and its release of ADEA claims do not waive rights or claims under ADEA that may arise after the date the Agreement is executed.

18. Government and Agency Communication, Testimony, Charges, etc.: Nothing in this Agreement prevents Employee from giving truthful testimony or truthfully responding to a valid subpoena, or communicating, testifying before or filing a charge with government or regulatory entities (such as the U.S. Equal Employment Opportunity Commission (EEOC), National Labor Relations Board (NLRB), U.S. Department of Labor (DOL), or U.S. Securities and Exchange Commission (SEC)). However, Employee promises never to seek or accept any compensatory damages, back pay, front pay, or reinstatement remedies for himself personally with respect to any claims released by this Agreement.

19. Benefits: Regardless of whether Employee signs this Agreement, Employee will be covered under his current medical, dental and vision coverage until (11:59 p.m. on the last day of the month following the Termination Date) the end of December 31, 2021. All other employee benefits will cease immediately. If Employee is enrolled in the Flexible Spending Account(s), and unless Employee is qualified for and elects continuing coverage under COBRA, he will have 90 days after his termination date to claim qualified reimbursements, and his ability to use his annual Flex election will end at midnight of his termination date. If Employee is eligible for continuing medical, dental, vision and flexible health FSA, coverage under COBRA, the Employer will provide him with notice of such rights, and Employee may elect such continuing coverage, at his expense, in accordance with the requirements stated in the notice and under applicable law.

20. Indemnification and D&O Insurance. Employer confirms that Employee will continue to be eligible to receive reimbursement under the Company’s D&O insurance policy and the indemnification agreement previously entered into between Employer and Employee, in accordance with the terms of the D&O insurance policy and such Indemnification Agreement, with respect to claims that are covered in accordance with the terms of such policy or agreement.

21. Section 409A. The Parties intend that the payments and benefits provided under this Agreement shall be exempt from or comply with Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”). To the maximum extent possible, the provisions of this Agreement shall be interpreted and construed consistent with such intent. The Employer makes no representation or guarantee that any or all of the payments and benefits described in this Agreement will be exempt from or comply with Section 409A.

ACKNOWLEDGMENT OF RECEIPT AND ELIGIBILITY TO ACCEPT AGREEMENT

By signing below, Employee acknowledges receipt of this Agreement as of the date set forth above his signature and Employee further acknowledges that Employee is aware that Employee has been given 21 days in which to consider whether to execute this Agreement from the date of receipt. By signing below, Employee is merely acknowledging receipt of the Agreement for purposes of beginning the 21-day consideration period referenced in Section 15. It is understood that Employee is not bound by this Agreement unless and until Employee signs below under the heading “Accepted and Agreed” and after the lapse of the 7-day revocation period referenced in Section 17.

7

Exhibit 99.2

EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of December 13, 2021 (the “Effective Date”) by and between Robert DeMartini (“Executive”), and Purple Innovation, Inc., a Delaware corporation (the “Company”).

WHEREAS, the Company wishes to employ Executive in accordance with the terms of this Agreement;

WHEREAS, Executive wishes to accept employment with the Company according to the terms of this Agreement; and

WHEREAS, this Agreement shall replace and supersede in its entirety any prior employment agreements or understandings between Executive and the Company;

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows:

1. Employment. The Company hereby employs Executive, and Executive hereby accepts employment by the Company, upon the terms and conditions set forth in this Agreement. The term of this Agreement and Executive’s employment with the Company shall commence on January 3, 2022 (the “Start Date”) and shall continue until July 3, 2022, may thereafter continue on a month-to-month basis by mutual written agreement of the Company and may at any time (i.e., before or after July 3, 2022) be terminated earlier pursuant Section 4 below (the “Employment Period”).

2. Position and Duties.

(a) Effective as of the Effective Date and during the Employment Period, Executive will serve as Acting Chief Executive Officer (“Acting CEO”) of the Company while the Company recruits a permanent Chief Executive Officer. Executive shall also serve as a director on the Board of Directors of the Company (the “Board”), as separately appointed by the Board in accordance with the Company’s Amended and Restated Bylaws. The Board will consider Executive as a candidate for the permanent CEO role. As Acting CEO, Executive shall have the role of interim Chief Executive Officer of the Company, reporting directly to the Board with such authority and powers as are generally associated with the role of a public company. During the Employment Period, the Board may add or subtract Executive’s authority and/or responsibilities at any time at its discretion. During the Employment Period, Executive will devote Executive’s full business time, skill, attention, and best efforts to the performance of Executive’s duties, subject to customary carve-outs for charitable activities and management of personal affairs that do not materially interfere with the performance of Executive’s duties to the Company. So long as Executive is not travelling on Company business, executive’s duties shall be principally performed at the Company’s Lehi, Utah headquarters.

(b) So long as Executive is employed by the Company, Executive shall not, without the prior written consent of the Board, accept other employment or perform other services for compensation or that interfere with Executive’s employment with the Company; provided, however, that Executive may serve as an officer or director of or otherwise participate in purely educational, welfare, social, religious and civic organizations so long as such activities are not in competition with the Company or do not interfere with Executive’s ability to carry out Executive’s duties under this Agreement.

(c) Executive shall comply with all lawful rules, policies, procedures, regulations and administrative directions now or hereafter reasonably established by the Company for employees of the Company.

3. Compensation.

(a) Salary. During the Employment Period, the Company shall pay Executive a monthly salary of $50,000.00, payable in regular installments in accordance with the Company’s usual payment practices subject to required withholdings and taxes (the “Base Salary”).

(b) Restricted Stock Units. Subject to approval of the Board, within first allowed under the Company’s Insider Trading Policy, Executive will be granted restricted stock units pursuant to the Company’s 2017 Equity Incentive Plan (“EIP”) with a grant date value of $600,000 and subject to a number of shares of Company’s Class A Common Stock (“Shares”) calculated by dividing $600,000 by the Volume Weighted Average Price of the Shares on NASDAQ during the thirty (30) trading days immediately preceding the grant date (the “RSUs”). Sixteen and Two-Thirds-percent (16.66%) of the RSUs shall vest on each monthly anniversary of the Start Date subject to Executive’s continued employment with the Company.

(c) Benefits. During the Employment Period, Executive will be entitled to vacation and other benefits (excluding short-term and long-term incentive plans) generally available to other senior executives of the Company from time to time. The foregoing shall not be construed to require the Company to establish such benefit plans or to prevent the modification or termination of such benefit plans once established, and no such action or failure thereof shall affect this Agreement. Executive recognizes that the Company and its affiliates have the right, in their sole discretion, to amend, modify or terminate any benefit plans without creating any rights for Executive.

(d) Expenses: During the Employment Period, Executive shall be entitled to reimbursement for all out-of-pock travel and other business expenses that are incurred in accordance with the Company’s expense reimbursement policies, as they may be amended from time to time.

4. Employment Terms.

(a) Employment At-Will. The Company may terminate Executive’s employment for any reason, with or without cause and with or without prior notice during the Employment Period. In the event that the Company provides less than thirty (30) days’ prior written notice, other than in the case of a termination for Cause as outlined in 4(d) below, the Executive will be entitled to receive Executive’s Base Salary through the end of a 30-day period following the date on which written notice is provided to the Executive. Upon any termination of Executive’s employment other than upon termination of the Employment Period, Executive will be deemed to have automatically resigned from all positions with the Company and all affiliated entities unless otherwise mutually agreed in writing. The Company may, at its sole discretion, relieve Executive of his duties during any notice period or direct Executive to continue to perform duties as directed by the Board. If Executive resigns from his employment, he shall provide the Company thirty (30) days’ notice. Upon the due course termination of the Employment Period, Executive will not be deemed to have automatically resigned from his position as a member of the Board and he shall continue to serve in that capacity, subject to election by the shareholders of the Company in accordance with the Company’s Amended and Restated Bylaws.

(b) Termination without Cause. If Executive’s employment hereunder is terminated without Cause by the Company during the Employment Period, then Executive shall be entitled to receive the following: (i) any accrued and unpaid Base Salary through the termination date; (ii) any eligible unpaid expense reimbursements; (iii) all other accrued and vested payments and benefits to which Executive is entitled in accordance with the terms and conditions of the applicable compensation or benefit plan, program or arrangement of the Company (collectively, items (i) through (iii) are referred to hereafter as the “Accrued Benefits”). In addition, if Executive is terminated without Cause before July 3, 2022, then subject to the release requirement described in the next sentence, (i) Executive shall be entitle to any unpaid Base Salary that would have been paid had Executive employed by the Company until July 3, 2022, and (ii) all unvested RSUs granted pursuant to Section 3(b) above shall become fully vested (items (i) and (ii) together, the “Severance Benefits”). A general release of claims in form and substance reasonably required by the Company and not revoked during any period when such revocation is permitted under relevant law will be required for any Severance Benefits under this section, other than the Accrued Benefits. The Severance Benefits shall be paid on the first payroll date immediately following the 60th day following Executive’s separation date.

(d) Termination for Cause or Otherwise. If Executive’s employment is terminated (i) by the Company for Cause, (ii) due to Executive’s death, disability or incapacity, or (iii) by Executive’s resignation during the Employment Period, then the Executive or Executive’s estate, as applicable, will be entitled to the Accrued Benefits.

(i) For purposes of the Agreement, “Cause” shall mean Executive’s (i) failure to perform reasonable duties assigned by Board or any committee established by the Board, or violation of this Agreement or any express direction or any lawful rule, handbook regulation or policy established by the Company, the Board or any committee established by the Board which is consistent with the scope of Executive’s duties under this Agreement, and such failure, refusal or violation continues uncured for a period of fifteen (15) days after written notice from the Company to Executive specifying the failure, refusal or violation and the Company’s intention to terminate this Agreement for Cause; (ii) conviction or plea of guilty/nolo contendere to a felony, or perpetration of a serious dishonest act against the Company or any affiliates; (iii) willful misconduct, including (a) conduct which does or which could reasonably be expected to bring the Company or its affiliates into public disgrace or embarrassment; (b) misappropriation of funds, (c) personal profit or attempted personal profit in connection with a Company transaction, (d) misrepresentation to the Board of the financial results, financial condition or other material business results of the Company, or (e) violation of law or regulations on Company premises; (iv) an act of moral turpitude, fraud dishonesty, theft, or unethical business conduct, any of which is or could reasonably be expected to be materially injurious to the Company’s reputation; (v) aiding a competitor which adversely affects Company; (vi) misappropriation of a Company opportunity for personal benefit; (vii) material compromise of Company trade secrets or other confidential and proprietary information of the Company or its affiliates; or (viii) alcoholism or drug abuse that materially affects performance.

(ii) For purposes of this Agreement, Executive’s permanent disability or incapacity shall be determined in accordance with the Company’s long-term disability insurance policy, if such a policy is then in effect, or, if no such policy is then in effect, then such permanent disability or incapacity shall be deemed to have occurred upon Executive’s inability to perform the essential functions of the position set forth in Section 2(a), after reasonable accommodation by the Company, for a period of at least 180 days, in the aggregate, during any period of 365 calendar days.

5. Restrictive Covenants. During the period commencing on the Effective Date and ending six (6) months following the termination of Executive’s employment with the Company , Executive shall not directly or indirectly (whether for compensation or without compensation), as principal, agent, owner, partner, employee, consultant, shareholder, member, director, manager or officer, as the case may be, or otherwise howsoever (other than as the holder of an ownership interest of not more than 1% of the total outstanding stock of a publicly traded entity):

(a) Noncompetition Covenant.

(i) own, operate, be engaged in or connected with the operation of or have any financial interest in or advance, lend money to, guarantee the debts or obligations of or permit Executive’s name or part thereof to be used or employed in any operation, whether a proprietorship, partnership, joint venture, company or other entity, legal or otherwise, whatsoever, or otherwise carry on or engage in any activity or business similar to the Company’s business or be connected or involved in any manner whatsoever in any activity or business similar to the Company’s business in whole or in part; provided, however, that such restrictions shall not preclude Executive from owning up to 1% of the totally outstanding stock of a publicly traded entity. For purposes of the foregoing, the term “Business” means the business of designing, manufacturing, distributing and selling mattresses, bedding and cushioning products and such other products designed, manufactured, distributed or sold by the Company within the twelve-month period immediately preceding the termination date.

(b) Non-solicitation Covenant.

(i) solicit, or attempt to obtain business from, accept business from or contact any current or former (A) customer of the Company regarding activity or business similar to the Company’s activities or business in whole or in part or (B) material supplier of goods or services integral to the production of the Company’s products; or

(ii) induce or attempt to induce any Company employee to terminate employment with the Company, hire or participate in the hiring of any Company employee or independent contractor, or interfere with or attempt to disrupt the relationship, contractual or otherwise, between the Company and any Company employee or independent contractor. For purposes of this paragraph, a Company employee or independent contractor means any person employed or contracted by the Company during the Employment Period.

6. Confidentiality.

(a) Executive will not at any time (whether during or after Executive’s employment with the Company) (1) retain or use for the benefit, purposes or account of Executive or any other person; or (2) disclose, divulge, reveal, communicate, share, transfer or provide access to any person outside the Company (other than its professional advisers who are bound by confidentiality obligations), any non-public, proprietary or confidential information – including without limitation trade secrets, know-how, research and development, software, databases, inventions, processes, formulae, technology, designs and other intellectual property, information concerning finances, investments, profits, pricing, costs, products, services, vendors, customers, clients, partners, investors, personnel, compensation, recruiting, training, advertising, sales, marketing, promotions, government and regulatory activities and approvals – concerning the past, current or future business, activities and operations of the Company, its subsidiaries or affiliates and/or any third party that has disclosed or provided any of same to the Company on a confidential basis (“Confidential Information”) without the prior written authorization of the Board; provided, that Executive may disclose such information to Executive’s legal and/or financial advisor for the limited purpose of enforcing Executive’s rights under this Agreement so long as Executive requires that such legal and/or financial advisors not disclose such information and Executive shall be liable for any disclosure by such legal and/or financial advisors.

(b) Confidential Information shall not include any information that is: (i) generally known to the industry or the public other than as a result of Executive’s breach of this covenant or any breach of other confidentiality obligations by third parties; (ii) made legitimately available to Executive by a third party without breach of any confidentiality obligation; or (iii) required by applicable law to be disclosed; provided that Executive shall give prompt written notice to the Company of such requirement, disclose no more information than is so required, and cooperate with any attempts by the Company to obtain a protective order or similar treatment.

(c) Executive acknowledges, agrees, and understands that (1) nothing in this Agreement prohibits Executive from reporting to any governmental authority or attorney information concerning suspected violations of law or regulation, provided that Executive does so consistent with 18 U.S.C. 1833, and (2) Executive may disclose trade secret information to a government official or to an attorney and use it in certain court proceedings without fear of prosecution or liability, provided that Executive does so consistent with 18 U.S.C. 1833.

(d) Except as required by applicable law, Executive will not disclose to anyone, other than Executive’s spouse, legal or financial advisors, the contents of this Agreement until such time as the Company has filed this Agreement publicly on the Securities and Exchange Commission’s EDGAR website.

(e) Upon termination of Executive’s employment with the Company for any reason, Executive shall: (1) cease and not thereafter commence use of any Confidential Information or intellectual property (including, without limitation, any patent, invention, copyright, trade secret, trademark, trade name, logo, domain name or other source indicator) owned or used by the Company, its subsidiaries or affiliates; (2) immediately return to the Company, at the Company’s option, all originals and copies in any form or medium (including memoranda, books, papers, plans, computer files, letters and other data) in Executive’s possession or control (including any of the foregoing stored or located in Executive’s office, home, laptop or other computer, whether or not Company property) that contain Confidential Information or otherwise relate to the business of the Company, its affiliates and subsidiaries, except that Executive may retain only those portions of any personal notes, notebooks and diaries that do not contain any Confidential Information or are not related to the Company’s business; and (3) notify and fully cooperate with the Company regarding the delivery of any other Confidential Information of which Executive is or becomes aware.

7. Intellectual Property.

(a) Employee has set forth on Exhibit A attached hereto a complete list identifying all Prior Works (but excluding any third-party confidential information, and if such third-party confidential information is relevant and has been excluded Employee shall include a notation that “certain relevant third-party confidential information has been excluded”). For the purposes of this disclosure “Prior Works” shall mean any works of authorship, inventions, intellectual property, materials, documents or other work product (including, without limitation, research, reports, software, databases, systems, applications, presentations, textual works, content or audiovisual materials) that Employee has created, conceived, invented, designed, developed, contributed to or improved either alone or with third parties, prior to Employee’s employment by the Company, that are relevant to or implicated by such employment.

(b) If Executive creates, invents, designs, develops, contributes to or improves any Works, either alone or with third parties, at any time during Executive’s employment by the Company and within the scope of such employment and/or with the use of any Company resources (“Company Works”), Executive shall promptly and fully disclose the same to the Company and hereby irrevocably assigns, transfers and conveys, to the maximum extent permitted by applicable law, all rights and intellectual property rights therein (including rights under patent, industrial property, copyright, trademark, trade secret, unfair competition and related laws) to the Company to the extent ownership of any such rights does not vest originally in the Company.

(c) Executive agrees to keep and maintain adequate and current written records (in the form of notes, sketches, drawings and any other form or media requested by the Company) of all Company Works. The records will be available to and remain the sole property and intellectual property of the Company at all times.

(d) Executive shall take all requested actions and execute all requested documents (including any licenses or assignments required by a government contract) at the Company’s expense (but without further remuneration) to assist the Company in validating, maintaining, protecting, enforcing, perfecting, recording, patenting or registering any of the Company’s rights in the Company Works. If the Company is unable for any other reason to secure Executive’s signature on any document for this purpose, then Executive hereby irrevocably designates and appoints the Company and its duly authorized officers and agents as Executive’s agent and attorney in fact, to act for and in Executive’s behalf and stead to execute any documents and to do all other lawfully permitted acts in connection with the foregoing.

(e) Executive shall not improperly use for the benefit of, bring to any premises of, divulge, disclose, communicate, reveal, transfer or provide access to, or share with the Company any confidential, proprietary or non-public information or intellectual property relating to a former employer or other third party without prior written permission of such third party. Executive shall comply with all relevant policies and guidelines of the Company regarding the protection of confidential information and intellectual property and potential conflicts of interest. Executive acknowledges that the Company may amend any such policies and guidelines from time to time, and that Executive remains at all times bound by their most current version that has been communicated to Executive.

8. Return of Company Property. At the termination of the Employment Period and at any other time upon the request of the Company, Executive shall deliver to the Company any and all of the Company’s documents, plans, records, computer tapes, software, drawings, notes, memoranda, specifications, devices (including, without limitation, any cellular phone or computer), and formulas relating to the Company’s business, together with all copies thereof, which is in the possession of Executive.

9. Enforcement. If, at the time of enforcement of Section 5, Section 6 or Section 7, a court holds that the restrictions stated herein are unreasonable under circumstances then existing, the parties hereto agree that the maximum period, scope or geographical area reasonable under such circumstances shall be substituted for the stated period, scope or area. It is specifically understood and agreed that any breach of the provisions of Section 5, Section 6 or Section 7 are likely to result in irreparable injury to the Company and the parties hereto agree that money damages would be an inadequate remedy for any breach of Section 5, Section 6 or Section 7. Therefore, in the event of a breach or threatened breach of Section 5, Section 6 or Section 7, the Company or its successors or assigns shall, in addition to other rights and remedies existing in their favor, be entitled to specific performance and/or injunctive or other relief in order to enforce, or prevent any violations of, Section 5, Section 6 or Section 7.

10. Representations and Warranties.

(a) Executive hereby represents and warrants to the Company that (i) the execution, delivery and performance of this Agreement by Executive does not and will not conflict with, breach, violate or cause a default under any contract, agreement, instrument, order, judgment or decree to which Executive is a party or by which Executive is bound, (ii) Executive is not a party to or bound by any employment agreement, non-solicitation agreement, assignment of inventions or confidentiality agreement with any other person or entity that would materially impede with Executive’s ability to perform the Executive’s obligations under this Agreement; (iii) Executive is not subject to any noncompetition agreement or any other agreement or restriction of any kind that would impede in any way the ability of Executive to carry out fully all activities of Executive in furtherance of the business of the Company, (iv) Executive is not in violation of a confidentiality, non-solicitation or non-competition agreement or any other agreement relating to the relationship of Executive with any third party, because of the nature of the business conducted by the Company, and (v) upon execution and delivery of this Agreement, this Agreement shall be the valid and binding obligation of Executive, enforceable against Executive in accordance with its terms.

(b) The Company hereby represents and warrants to Executive that (i) the execution, delivery and performance of this Agreement by the Company does not and will not conflict with, breach, violate or cause a default under any contract, agreement, instrument, order, judgment or decree to which the Company is a party or by which the Company is bound and (ii) upon execution and delivery, this Agreement shall be the valid and binding obligation of the Company, enforceable against the Company in accordance with its terms.

11. Arbitration. Any controversy, dispute or claim arising out of or in connection with or relating to this Agreement, or the breach, termination or validity hereof, or any other claim by Executive arising from the termination of Executive’s employment shall be finally determined by binding arbitration administered by a government sponsored arbitration service in accordance with its applicable rules. The arbitration shall be conducted before a panel of three neutral arbitrators appointed in accordance with the applicable rules of the service. Judgment on the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. The Company will advance all arbitration fees to the extent allowed under applicable law. The arbitrators conducting any such arbitration shall award the prevailing party his/its reasonable attorneys’ fees and expenses, including any advanced arbitration fees to the extent allowed under applicable law. Any arbitration shall be conducted in Salt Lake City, UT. Nothing in this Section 11 shall limit or prevent the Company from seeking to enforce its rights under Sections 5, 6, and 7 by injunction or other application to a court of competent jurisdiction.

12. Indemnification. Both during and after the Employment Period, the Company will indemnify Executive and hold Executive harmless as provided in Article VIII of the Company’s Amended and Restated Bylaws and to the maximum extent permitted by law against and in respect of any and all actions, suits, proceedings, investigations, claims, demands, judgments, costs, and expenses (including reasonable attorneys’ fees), losses, and damages resulting from Executive’s performance of duties on behalf of the Company, as set forth in a separate indemnification to be entered into by the parties.

13. Successors and Assigns. This Agreement shall bind and inure to the benefit of and be enforceable by Executive and the Company and their respective heirs, successors and permitted assigns. Neither party may assign any of its rights or assign or delegate any of its obligations hereunder without the prior written consent of the other party hereto; provided, however, that the Company shall be permitted to assign this Agreement to any successor to all or substantially all of its assets that agrees in writing to assume all of the Company’s obligations hereunder.

14. Notices. All notices, demands or other communications to be given or delivered under or by reason of the provisions of this Agreement shall be in writing and shall be deemed to have been given (a) on the date established by the sender as having been delivered personally, (b) on the date delivered by a private courier as established by the sender by evidence obtained from such courier, (c) on the date sent by facsimile or e-mail transmission (with acknowledgement of complete transmission), or (d) on the fifth day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Notices, demands or communications to any party hereto will, unless another address is specified in writing pursuant to this Section 14, be sent to the addresses indicated below.

15. Severability. Whenever possible, each provision of this Agreement will be interpreted in such manner as to be valid under applicable law; but, if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality or unenforceability will not affect any other provision or any other jurisdiction, but except as otherwise set forth in this Agreement, this Agreement will be reformed, construed and enforced in such jurisdiction as if such invalid, illegal or unenforceable provision had never been contained herein.

16. Complete Agreement. This Agreement embodies the complete agreement and understanding between the parties with respect to the subject matter hereof and supersedes and preempts any prior understandings, agreements or representations by or among the parties, written or oral, which may have related to the subject matter hereof in any way.

17. Signatures; Counterparts. This Agreement may be executed in one or more counterparts, each of which will be deemed an original but all of which together will constitute one and the same instrument. For purposes hereof, a facsimile signature, portable document format (.pdf) signature or signature sent by electronic transmission will be considered an original signature.

18. Governing Law. All issues and questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be governed by, and construed in accordance with, the internal laws of the State of Delaware, without giving effect to any choice of law or conflict of law rules or provisions (whether of the State of Delaware or any other jurisdiction).

19. Clawback. (A) all remuneration provided under Section 3(b) of this Agreement shall be subject to forfeiture or other penalties pursuant to applicable law, and (B) vested remuneration under Section 3(b) shall be subject to forfeiture or other penalties pursuant to any Company clawback policy, but only to the extent that Executive would have been terminated from his service as CEO for Cause (other than with respect to part (i) of the definition of “Cause” included herein) prior to reaching the applicable vesting period described in Section 3(b) had the Board known of the actions constituting such Cause at the time of Executive’s actions.

20. Survival. The provisions of Section 5, Section 6, Section 7, Section 8, Section 9, Section 11, Section 13, Section 14, Section 15, Section 16, Section 18, Section 19, this Section 20, Section 22, Section 23, Section 24, Section 26, Section 27, and Section 29 shall survive the termination of Executive’s employment and the termination of this Agreement for any reason.

21. Tax Withholdings. The Company shall deduct or withhold from any amounts owing from the Company to Executive any federal, state, local or foreign withholding taxes, excise tax, or employment taxes imposed with respect to Executive’s compensation or other payments from the Company or Executive’s ownership interest in the Company, if any (including, without limitation, wages, bonuses, dividends, the receipt or exercise of equity options and/or the receipt or vesting of restricted equity).

22. Waiver of Jury Trial. AS A SPECIFICALLY BARGAINED FOR INDUCEMENT FOR EACH OF THE PARTIES HERETO TO ENTER INTO THIS AGREEMENT (AFTER HAVING THE OPPORTUNITY TO CONSULT WITH COUNSEL), EACH PARTY HERETO EXPRESSLY WAIVES THE RIGHT TO TRIAL BY JURY IN ANY LAWSUIT OR PROCEEDING RELATING TO OR ARISING IN ANY WAY FROM THIS AGREEMENT OR THE MATTERS CONTEMPLATED HEREBY.

23. Headings; No Strict Construction. The headings of the paragraphs and sections of this Agreement are inserted for convenience only and shall not be deemed a part of or affect the construction or interpretation of any provision hereof. The language used in this Agreement shall be deemed to be the language chosen by the parties hereto to express their mutual intent, and no rule of strict construction shall be applied against any party.

24. Executive’s Cooperation. During the Employment Period and thereafter, Executive shall, subject to the Company reimbursing Executive for out-of-pocket expenses, cooperate with the Company in any internal investigation or administrative, regulatory or judicial proceeding as reasonably requested by the Company (including, without limitation, Executive being available to the Company upon reasonable notice for interviews and factual investigations, appearing at the Company’s request to give testimony without requiring service of a subpoena or other legal process, volunteering to the Company all pertinent information and turning over to the Company all relevant documents which are or may come into Executive’s possession, all at times and on schedules that are reasonably consistent with Executive’s other permitted activities and commitments).

25. Corporate Opportunity. During the Employment Period, Executive shall submit to the Board all business, commercial and investment opportunities or offers presented to Executive or of which Executive becomes aware which relate to the business of the Company at any time during the Employment Period (“Corporate Opportunities”). Unless approved by the Board, Executive shall not accept or pursue, directly or indirectly, any Corporate Opportunities on Executive’s own behalf.

26. Section 409A Compliance. The intent of the parties is that payments and benefits under this Agreement comply with Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations and guidance promulgated thereunder (collectively, “Code Section 409A”) and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be in compliance therewith. To the extent that any provision hereof is modified in order to comply with Code Section 409A, such modification shall be made in good faith and shall, to the maximum extent reasonably possible, maintain the original intent and economic benefit to Executive and the Company of the applicable provision without violating the provisions of Code Section 409A. In no event whatsoever shall the Company be liable for any additional tax, interest or penalty that may be imposed on Executive by Code Section 409A or damages for failing to comply with Code Section 409A. Notwithstanding anything herein to the contrary, a termination of employment shall be deemed to have occurred at the time such termination constitutes a “separation from service” within the meaning of Code Section 409A for purposes of any provision of this Agreement providing for the payment of any amounts or benefits in connection with a termination of employment and, for purposes of any such provision of this Agreement, references to a “termination,” “termination of employment” or like terms shall mean a “separation from service.” Notwithstanding any other provision to the contrary, in no event shall any payment under this Agreement that constitutes “deferred compensation” for purposes of Code Section 409A be subject to offset by any other amount unless otherwise permitted by Code Section 409A.

27. Amendment and Waiver. The provisions of this Agreement may be amended or waived only with the prior written consent of the Company and Executive, and no course of conduct or failure or delay in enforcing the provisions of this Agreement shall affect the validity, binding effect or enforceability of this Agreement.

28. Key Person Insurance. The Company and its affiliates shall have the right throughout the term of this Agreement to obtain or increase insurance on Executive’s life in such amount as the Board or such affiliate (as applicable) determines, in the name of the Company or such affiliates, as the case may be, and for its sole benefit or otherwise. Upon reasonable advance notice, Executive will cooperate in any and all necessary physical examinations without expense to Executive, supply information and sign documents and otherwise cooperate fully with each of the Company and its affiliates as the Company and its affiliates may request.

29. Read and Understood. Executive has read this Agreement carefully and understands each of its terms and conditions. Executive has sought independent legal counsel of Executive’s choice to the extent Executive deemed such advice necessary in connection with the review and execution of this Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.

9

Exhibit 99.3

Amended and Restated Consultancy Agreement

This Amended and Restated Consultancy Agreement dated effective December 13, 2021 (“Effective Date”), sets forth the amended and restated terms of engagement of Bennett Nussbaum as Interim Chief Financial Officer (“Interim CFO”) with Purple Innovation, Inc. (the “Company”).

Term. Engagement, which commenced August 19, 2021, shall continue through August 19, 2022 (the “Term”). Notwithstanding the Term period, the engagement may be terminated at any time, and both parties to this agreement shall be free to terminate this engagement at any time, for any reason; provided, however, the engagement shall end on the last day of the Term unless renewed by the Company and agreed to by Interim CFO. In the event the engagement is terminated (other than by the Company for Cause (as defined below)) prior to the end of the Term, the effective date of the termination shall be two (2) weeks from the notice of early termination unless it is terminated by the Company for Cause in which case termination shall occur as of the date of notice of early termination.

Renewal. The Company may renew this agreement for additional one (1) month terms (each being a “Renewal Term”) replacing the beginning and ending dates as appropriate. The Company may renew by giving sixty (60) days written notice of renewal prior to the end of the Term or ten (10) calendar days written notice of renewal prior to the end of the Renewal Term.

Position and Responsibilities. During the Term, Executive will serve as Interim Chief Financial Officer (“Interim CFO”), while the Company recruits a permanent Chief Financial Officer. Interim CFO shall report directly to the Chief Executive Officer (“CEO”). Interim CFO shall be responsible for the ordinary and customary duties of a Chief Financial Officer of a public company until the Company hires a permanent Chief Financial Officer. Once the Company hires a permanent Chief Financial Officer, the Company’s Chief Executive Officer may modify Interim CFO’s title and responsibilities in his or her sole discretion, provided, however, that such role will continue to be considered a C-suite role reporting to the CEO. Interim CFO shall not be precluded from serving on the board of directors of other corporations who do not compete with the Company and/or non-profit organizations, subject to the Company’s prior written consent, said consent shall not be unreasonably withheld. CEO and Board have previously approved Interim CFO service on a board of Columbia University. The Interim CFO’s engagement shall be full-time and performed by Interim CFO at the Company’s headquarters or remotely at the discretion of the CEO in accordance with the Company’s remote work policies.

Compensation. Interim CFO shall receive compensation in the total amount of $600,000 for the entirety of the Term, with credit given for payments received to date, and $50,000 for any Renewal Term, payable over each bi-monthly period (“Compensation”). The Interim CFO will be responsible for payment of all taxes and obligations arising from these payments. These and other compensation payments will be reported by the Company on an IRS Form 1099-MISC. Unless Interim CFO’s engagement is terminated by the Company for Cause or by Interim CFO for any reason, payment of the Compensation shall be guaranteed through the end of the Term and any subsequent Renewal Term. In the event Interim CFO’s engagement is terminated by the Company without Cause before the end of the Term or any Renewal Term, the Company shall pay the unpaid Compensation payable through the end of the Term or, if applicable, any Renewal Term (the “Payout”), provided Interim CFO executes and does not revoke a general release in the form attached hereto as Exhibit A (“Release”). The Payout shall be paid to Interim CFO no later than two (2) weeks from such notice of the termination without Cause or last day of service whichever is sooner. For the avoidance of doubt, the Payout under this section shall not be paid to Interim CFO in the event of a termination by Interim CFO for any reason other than a breach by Company of this Agreement or a termination by the Company for Cause.

Additional Compensation.

Cause. For purposes of this Agreement, “Cause” means Interim CFO’s (i) failure to perform reasonable and lawful duties assigned by the Company’s Chief Executive Officer or the Company’s board of directors (the “ Board”), or material violation of this Agreement or any lawful rule or policy established by the Company and applicable to a contractor, and such failure, refusal or violation continues uncured for a period of fifteen (15) days after written notice from the Company to Executive specifying the failure, refusal or violation and the Company’s intention to terminate this Agreement for Cause, if uncured; (ii) conviction or plea of guilty/nolo contendere to a felony, or perpetration of a serious dishonest act against the Company or any affiliates; (iii) willful misconduct, including (a) conduct which does or which could reasonably be expected to bring the Company or its affiliates into public disgrace or embarrassment; (b) misappropriation of funds, (c) personal profit or attempted personal profit in connection with a Company transaction, (d) misrepresentation to the Board of the financial results, financial condition or other material business results of the Company, or (e) violation of law or regulations on Company premises; (iv) an act of moral turpitude, fraud dishonesty, theft, or unethical business conduct, any of which is or could reasonably be expected to be materially injurious to the Company’s reputation; (v) aiding a competitor which adversely affects Company; (vi) misappropriation of a Company opportunity for personal benefit; (vii) material compromise of Company trade secrets or other confidential and proprietary information of the Company or its affiliates; or (viii) alcoholism or drug abuse that materially affects performance.

Incentive Compensation. If Interim CFO remains in service with the Company until August 19, 2022 and the Volume Weighted Average Price (“VWAP”) per share of the Company’s common stock on NASDAQ during the thirty (30) trading days immediately preceding August 19, 2022 is in excess of $26.00 per share, the Company will pay Interim CFO a cash payment equal to the amount per share in excess of $26.00 per share, but in no event greater than $36.00 per share, multiplied by a factor of 20,000. Such amount shall be paid to Interim CFO within two (2) weeks following August 19, 2022. If the Company terminates Interim CFO without Cause before August 19, 2022 and the VWAP per share of the Company’s common stock on NASDAQ during the thirty (30) trading days immediately preceding Interim CFO’s last day of service is in excess of $26.00 per share, the Company will pay Interim CFO a cash payment equal to the amount per share in excess of $26.00 per share, but in no event greater than $36.00 per share, multiplied by a factor of 20,000. Such amount shall be paid to Interim CFO within two (2) weeks following his last day of service. If before August 19, 2022, the Company terminates Interim CFO’s service for Cause or the Interim CFO ends his service for any reason, other than a breach by Company of this Agreement, no payment will be made to Interim CFO under this paragraph.

Stock Appreciation Rights. Subject to approval of the Board, effective as of the Effective Date, Interim CEO will be granted cash-settled stock appreciation rights for 20,000 shares of the Company’s common stock pursuant to the Company’s 2017 Equity Incentive Plan (“EIP”) with a Strike Price (as defined in the EIP) equal to the VWAP of the shares on NASDAQ during the thirty (30) trading days immediately preceding the Effective Date (the “SARs”). The SARs shall vest if Interim CFO remains in continuous service with the Company pursuant to this Agreement through August 19, 2022, and if vested the amount payable to Interim CFO shall be calculated as the excess, if any, of the NASDAQ price closing per share on August 19, 2022, or the next trading day if for whatever reason trading is closed on that day over the Strike Price. This SARs-related compensation shall be paid in equal installments over twelve (12) months, in accordance with the Company’s regular payroll practices, commencing on the Company’s first payroll date immediately following August 19, 2022.

Business Expense Reimbursement. Interim CFO shall be reimbursed all reasonable and documented business-related expenses incurred in connection with Interim CFO’s services, provided such expenses are incurred in accordance with the Company’s policies and procedures regarding business expenses. For the avoidance of doubt, travel expenses shall include but not be limited to weekly air, auto, and/or other transportation expenses for travel to and from the Company’s headquarters and nearby lodging. International travel shall be no less than business class.

Insurance Coverage. The Interim CFO shall be covered by all insurance policies (including D&O Liability Insurance) available to other senior management of the Company. If there is a conflict in such policies and this provision, this provision shall prevail. The Company represents it carries, will continue to carry, and keep in full force and effect, proper insurance coverage in scope, terms, and size appropriate for a company of the size and nature of the Company. In the event the Company does not have proper coverage at any time, the Company agrees to indemnify and hold harmless the Interim CFO for all costs, expenses, liabilities, losses, judgments, fines, legal, and accounting fees, or other to be paid in settlement, in defense, or otherwise suffered by the Interim CFO by virtue of this consulting agreement with the Company or its agents, in the form of the Company’s indemnification agreements entered into with other senior management.

No Other Benefits. Interim CFO is not an employee of the Company and shall not be eligible to participate in the Company’s benefits programs, such as health, dental, and vision insurance plans, as well as life insurance and the Company’s 401(k) plan. Interim CFO shall not be required to work during acknowledged days off during sick leave, holidays and other excused absences as recognized by the Company in accordance with its policies for its employees.

Drug/Alcohol Testing. By accepting this engagement, Interim CFO represents that he is free of inappropriate drug or alcohol use, and further agrees to submit to a drug/alcohol screening test as reasonably requested by the Company. Interim CFO accepts that the Company has a smoke-free workplace policy and a drug/alcohol-free workplace program which could include ongoing random or comprehensive testing of all employees including consultants.

Restrictive Covenants. During the period commencing on the Effective Date and ending three months following the latest of the expiration of the Term, any Renewal Term or Interim CEO’s termination of service with the Company (the “Restricted Period”), Interim CEO shall not directly or indirectly (whether for compensation or without compensation), as principal, agent, owner, partner, employee, consultant, shareholder, member, director, manager or officer, as the case may be, or otherwise howsoever (other than as the holder of an ownership interest of not more than 1% of the total outstanding stock of a publicly traded entity):

(i) own, operate, be engaged in or connected with the operation of or have any financial interest in or advance, lend money to, guarantee the debts or obligations of or permit Interim CFO’s name or part thereof to be used or employed in any operation, whether a proprietorship, partnership, joint venture, company or other entity, legal or otherwise, whatsoever, or otherwise carry on or engage in any activity or business similar to the Company’s business or be connected or involved in any manner whatsoever in any activity or business similar to the Company’s business in whole or in part; provided, however, that such restrictions shall not preclude Interim CFO from owning up to 1% of the totally outstanding stock of a publicly traded entity. For purposes of the foregoing, the term “Business” means the business of designing, manufacturing, distributing and selling mattresses, bedding and cushioning products and such other products designed, manufactured, distributed or sold by the Company within the twelve-month period immediately preceding the date Interim CFO’s service with the Company ceased.

(ii) solicit, or attempt to obtain business from, accept business from or contact any current or former (A) customer of the Company regarding activity or business similar to the Company’s activities or business in whole or in part or (B) material supplier of goods or services integral to the production of the Company’s products regarding the Business; or

(iii) induce or attempt to induce any Company employee to terminate employment with the Company, hire or participate in the hiring of any Company employee or independent contractor, or interfere with or attempt to disrupt the relationship, contractual or otherwise, between the Company and any Company employee or independent contractor. For purposes of this paragraph, a Company employee or independent contractor means any person employed or contracted by the Company during the Term or any Renewal Term.

Company Policies. Interim CFO shall comply with all Company policies and procedures and acknowledges that as a condition of this engagement Interim CFO shall sign additional agreements preserving Company’s rights in its intellectual property and other assets, including confidentiality, non-compete, and non-solicitation agreements, in the Company’s usual forms. All such agreements signed prior to the Effective Date shall continue to be in full force and effect.

Clawback. All remuneration provided Interim CFO pursuant to this Agreement shall be subject to forfeiture or clawback in accordance with the Company’s clawback policy.

Corporate Opportunity. During this engagement, Interim CFO shall submit to the Company all business, commercial and investment opportunities or offers presented to him or of which he is aware related to the business of the Company. Unless approved by the Board, Interim CFO shall not accept or pursue, directly or indirectly, any such corporate opportunities on his own behalf.

Cooperation. Interim CFO shall during and after the Term, subject to the Company providing reimbursement for out-of-pocket expenses, including but not limited to accounting fees and legal fees, cooperate with the Company in any internal investigations or administrative, regulatory, or judicial proceedings or matters as reasonably requested by the Company, including without limitation being available to the Company upon reasonable notice for interviews and factual investigations, appearing at the Company’s request to give testimony without requiring service of a subpoena or other legal process, volunteering to the Company all pertinent information and turning over to the Company all relevant documents which are or may come into his possession, all at times and on schedules that are reasonably consistent with his other permitted activities and commitments. The Company represents that no such matters that would take Interim CFO away from the usual duties of a CFO are pending or ongoing at this time. For the avoidance of doubt, in the event Interim CFO no longer is engaged by the Company as Interim CFO, he shall be given a reasonable per diem to compensate him for his time incurred in complying with his obligations under this provision and all requirements shall reasonably take into account any of Executive’s subsequent business obligations.

Counterparts. This agreement may be executed in multiple counterparts, each of which shall be deemed an original, and all of which shall constitute an agreement between each of the parties, hereto, notwithstanding that all of the parties are not signatories to the original or same counterpart.

Severability. Should any part, term, or provision of this agreement be declared or determined by a court to be illegal or invalid, the validity of the remaining parts, terms, or provisions shall not be affected thereby and shall remain in effect.

Miscellaneous. This agreement between the parties shall be construed in accordance with the laws of the State of Utah and, together with other reasonable customary agreements, including those referenced herein, that Interim CFO is requested to sign as a condition of his engagement, constitutes the entire agreement and understanding of the undersigned. It shall be binding upon, and inure to, the benefit of the undersigned parties hereto, any successors to or assigns of the Company, Interim CFO’s heirs, beneficiaries, executors, estates, and/or personal representatives. The undersigned Company representative acknowledges that he has been properly authorized to enter into this agreement and with the approval of the Board. This agreement replaces and supersedes all prior agreements the Company had with the Interim CFO regarding the provision of Interim CFO services.

IN WITNESS WHEREOF, the parties hereto, being fully authorized, have caused this Consultancy Agreement to be duly executed as of the date first above written.

Exhibit A

SETTLEMENT AGREEMENT AND GENERAL RELEASE

This Settlement Agreement and General Release (hereinafter “Agreement”) is entered into as of the Effective Date (as defined in Section 17 of this Agreement), by and between Bennett Nussbaum (hereinafter “Consultant”), on the one hand, and Purple Innovation, Inc, a Delaware corporation (hereinafter “Company”), on the other hand.

RECITALS

WHEREAS, Consultant is engaged by Company as its Interim Chief Financial Officer;

WHEREAS, Consultant and Company are parties to an Amended and Restated Consulting Agreement dated as of December 13, 2021, as amended (the “Consulting Agreement”); and

WHEREAS, Company and Consultant wish to enter into this Agreement to document the Agreement that has been reached between them regarding Consultant’s termination of Company service.

AGREEMENT

NOW THEREFORE, in consideration of the mutual covenants and conditions set forth below, and other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge, and intending to be legally bound thereby, Company and Consultant covenant and agree as follows:

1. Termination of Service. Company and Consultant agree that Consultant’s service with Company will terminate effective as of _______________ (the “Termination Date”). Effective as of the Termination Date, Consultant hereby resigns from all positions Consultant holds as an officer or otherwise with respect to Company, its subsidiaries and affiliates, including but not limited to his position as Interim Chief Executive Officer.

2. Consideration. In exchange for Consultant’s execution and non-revocation of this Agreement, Company agrees to provide Consultant with consideration consisting of $______________ (the “Consideration”). Consultant acknowledges and agrees that he would not otherwise be entitled to the Consideration but for his execution and non-revocation of this Agreement.

Representations and Obligations of Consultant

3. Release and Waiver. In exchange for the Consideration described in Section 2 above, Consultant, on behalf of himself, and his heirs, executors, administrators, and assigns, hereby fully and forever unconditionally releases and discharges Company, all of its past and present parent, subsidiary, affiliated and related corporations, partnerships, or companies, their predecessors, successors and assigns, together with their divisions and departments, and all past or present owners, officers, directors, employees, insurers, employee benefit programs (and the trustees, administrators, fiduciaries, and insurers of such programs)(hereinafter referred to collectively as “Releasees”), and Consultant covenants not to sue or assert against Releasees, for any purpose, any and all claims, administrative complaints, demands, actions and causes of action, of every kind and nature whatsoever, whether at law or in equity, based in whole or in part upon any act, omission or event, occurring on or before the date Consultant executes this Agreement, without regard to Consultant’s present actual knowledge of the act, omission or event, which Consultant may now have, or which Consultant, or any person acting on Consultant’s behalf may at any future time have or claim to have, including specifically, but not by way of limitation, matters which may arise under any federal, state or local law, including but not limited to the Employee Retirement Income Security Act, the National Labor Relations Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, sections 1981 through 1988 of Title 42 of the United States Code, the Occupational Safety and Health Act, the Age Discrimination in Employment Act (“ADEA”), the Older Workers Benefit Protection Act, the Americans with Disabilities Act, the Equal Pay Act, the Family and Medical Leave Act, the Genetic Information Nondiscrimination Act, the Families First Coronavirus Response Act, the CARES Act, the Consolidated Appropriations Act of 2021, the American Rescue Plan Act of 2021, the California Fair Employment and Housing Act, California Labor Code Section 200 et seq., California Business and Professions Code Section 17200, et seq., any applicable California Industrial Welfare Commission order, the Utah Labor Code, and any other local, state or federal law, as well as any and all claims grounded in common law, contract, quasi-contract, tort or equitable theories. However, Consultant is not releasing (i) any of the few claims that the law does not permit Consultant to release by private agreement; (ii) Consultant’s right to enforce this Agreement, (iii) Consultant’s rights as a holder of equity, if applicable, or (iv) Consultant’s remaining rights under the Consulting Agreement . The Releasees are intended to be third-party beneficiaries of this Agreement, and this Agreement may be enforced by each of them in accordance with the terms hereof in respect of the rights granted to such Releasees hereunder.

Consultant expressly waives the protection of Section 1542 of the Civil Code of the State of California and any analogous rule or principle of any other jurisdiction. Section 1542 provides:

A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party

4. Non-Disparagement and Social Media. Consultant agrees that Consultant shall not make any disparaging, derogatory and/or defamatory statements, remarks or comments regarding Company, its officers, agents, products, employees, consultants and/or services either expressly or by implication either orally, in writing or via electronic media. Consultant further agrees that Consultant shall not make any statement or criticism, nor take any action which is adverse to the interests of or that would cause Company, its parent, affiliates, subsidiaries, divisions, or its current and former directors, agents, shareholders, employees, consultants or executives embarrassment or humiliation or otherwise cause or contribute to such entity or person being held in disrepute by the public or Company’s consultants, clients or customers. This provision prohibits the making of any disparaging statements, remarks and/or comments regardless of the truthfulness of the statement. Company will decide in its sole discretion on the content and method of communicating the announcement of Consultant’s termination of service and Consultant will not announce the termination of service (except to members of Consultant’s immediate family, counsel or tax or financial advisors) either in writing, orally, or via electronic media, without the prior written approval of Company. Nothing in this Agreement restricts or prohibits Consultant from initiating communications directly with, responding to any inquiries from, providing testimony before, providing confidential information to, reporting possible violations of law or regulation to, or filing a claim or assisting with an investigation directly with a self-regulatory authority or a government agency or entity, including the U.S. Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Department of Justice, the Securities and Exchange Commission, Congress, and any agency Inspector General (collectively, the “Regulators”), or from making other disclosures that are protected under the whistleblower provisions of state or federal law or regulation. Violation of the obligations of this paragraph shall result in a forfeiture of Consultant’s rights under this Agreement and recapture of all compensation and benefits paid to Consultant under this Agreement. The Company shall instruct the current members of its Board of Directors and the Company’s current executive officers not to make any disparaging, derogatory and/or defamatory statements, remarks or comments regarding Consultant in any manner.

5. Return of Company Property, Access to Accounts and Confidential Information. Consultant represents and warrants that as of the Termination Date, Consultant will return to Company all property of Company within Consultant’s possession, custody or control. Consultant’s access to Company’s Google Docs or any other accounts as well as access to the Company’s administrative accounts was terminated as of the Termination Date. Consultant agrees to not disclose to any third parties or use (or enable anyone else to use) any confidential information of Company (meaning any information which is not readily available in the public domain) including, but not limited to, marketing plans, accounting information, employee data, customer data or information, consultant data or information, or supplier or vendor data or information. The recitation of these obligations in this Agreement is in addition to, and not in lieu of, Consultant’s obligations in any other agreement with the Company.

6. Cooperation: Notwithstanding Section 2 above, Consultant, subject to the Company providing reimbursement for out-of-pocket expenses, including but not limited to accounting fees and legal fees, cooperate with the Company in any internal investigations or administrative, regulatory, or judicial proceedings or matters as reasonably requested by the Company, including without limitation being available to the Company upon reasonable notice for interviews and factual investigations, appearing at the Company’s request to give testimony without requiring service of a subpoena or other legal process, volunteering to the Company all pertinent information and turning over to the Company all relevant documents which are or may come into his possession, all at times and on schedules that are reasonably consistent with his other permitted activities and commitments. Consultant shall be given a reasonable per diem to compensate him for his time incurred in complying with his obligations under this provision and all requirements shall reasonably take into account any of Executive’s subsequent business obligations.

7. No Transfer of Rights. Consultant warrants that Consultant has not assigned or transferred any right or claim described in the general release given in Section 5 above.

8. No Reliance on Extraneous Information. Consultant acknowledges that, in signing this general release, Consultant is not relying on any information provided to Consultant by Company, nor is Consultant relying upon Company to provide any information.

9. No Exit Incentive. The consideration provided under this Agreement is not offered in connection with any specific exit incentive or other employment termination program.

Miscellaneous Provisions

10. Governing Law and Venue. This Agreement shall be governed in all respects, whether as to validity, construction, capacity, performance or otherwise by the laws of the State of Utah. Consultant and Consultant agree to resolve on an individual basis any disputes we may have with each other through final and binding arbitration. Consultant also agrees to resolve through final and binding arbitration any disputes Consultant has with any other Releasee who elects to arbitrate those disputes under this subsection. Arbitrations will be conducted by JAMS in accordance with its employment dispute resolution rules (and no other JAMS rules), except that if any provision of this section conflicts with the JAMS rules, then the provision of this section will prevail. This agreement to arbitrate does not preclude resort to or recovery through any government agency process or proceeding, including but not limited to those of the National Labor Relations Board and the Equal Employment Opportunity Commission (or its state and local counterparts). Except as otherwise may be required by law, the parties to the arbitration will bear their own costs and attorneys’ fees and share equally the JAMS fee and the arbitrator’s fee; provided, however, that the arbitrator at the conclusion of the arbitration will award costs and attorneys’ fees to the prevailing party, except where the fee-shifting law applicable to the claim(s) asserted provides otherwise. Consultant acknowledges that he understands this section’s arbitration requirements and that arbitration would be in lieu of a court or jury trial. The Federal Arbitration Act will govern this section, but if for any reason the FAA is held to be inapplicable, then the law of arbitrability of the State of Utah will apply. Notwithstanding any provisions of the JAMS rules, arbitration shall occur on an individual basis only, and a court of competent jurisdiction (and not an arbitrator) shall resolve any dispute regarding the formation, validity, or enforceability of any provision of this Agreement. Consultant waives the right to initiate, participate in or recover through any class or collective action. Any arbitration shall be conducted in Salt Lake City, Utah. Nothing in this paragraph shall limit the right of Company to enforce its rights under the restrictive covenants set forth in the Consulting Agreement by injunction or other request for equitable relief to a court of competent jurisdiction. Venue for any request for equitable relief shall be exclusively in the state or federal courts located in State of Utah.

11. Entire Agreement. This Agreement constitutes the sole and entire agreement between Company and Consultant and supersedes any and all understandings and agreements made prior hereto, if any. There are no collateral understandings, representations or agreements other than those contained herein. Notwithstanding this paragraph, nothing in this Agreement shall abrogate the non-competition and non-solicitation obligations of Consultant that exist in Consulting Agreement or any other agreement signed by Consultant while engaged by the Company or any confidentiality or intellectual property obligations Consultant may be bound to with the Company.

12. Modification. No provision of this Agreement shall be amended, waived or modified except by an instrument in writing signed by the parties hereto.

13. No Admission of Liability. It is understood and agreed that the execution of this Agreement by Company is not to be construed as an admission of any liability on its part to Consultant other than to comply with the terms of this Agreement.

14. Attorney’s Fees. In any action to enforce or interpret the terms or provisions of this Agreement, the prevailing party in such action will be entitled to its reasonable attorneys’ fees and costs, arbitration fees, paralegal fees, expert witness fees, court filing fees, copying charges, and deposition transcription fees.

15. Older Workers’ Benefit Protection Act/ADEA Claims.

a. This section of the Agreement addresses Consultant’s release of claims arising under the ADEA, the federal law involving discrimination on the basis of age in employment (age 40 and above). This section is provided, in compliance with federal law, including but not limited to the ADEA and the Older Workers’ Benefit Protection Act of 1990, to ensure that Consultant clearly understands his rights so that any release of age discrimination claims under federal law (the ADEA) is knowing and voluntary on the part of Consultant.

b. Consultant represents, acknowledges and agrees that the Company has advised him, in writing through this subparagraph, to discuss this Agreement with an attorney, and to the extent, if any, that Consultant has desired, Consultant has done so; that the Company has given Consultant twenty-one (21) days from receipt of this Agreement to review and consider this Agreement before signing it, and Consultant understands that he may use as much of this twenty- one (21) day period as he wishes prior to signing; that no promise, representation, warranty or agreements not contained herein have been made by or with anyone to cause him to sign this Agreement; that he has read this Agreement in its entirety, and fully understands and is aware of its meaning, intent, content and legal effect; and that he is executing this release voluntarily and free of any duress or coercion from any source.

c. The Parties acknowledge that for a period of seven (7) days following the Consultant’s execution of this Agreement, Consultant may revoke this Agreement. If revocation occurs, this Agreement shall not become effective or enforceable and Consultant will not receive the Consideration provided herein. If revocation does not occur, the Agreement shall become effective and enforceable upon the eighth (8^th) day after it has been signed by Consultant (the “Effective Date”). To be effective, the revocation must be in writing and delivered to Company either by hand or by mail or email within the applicable 7-day revocation period. If delivered by mail, the revocation must be: (i) postmarked within the applicable 7-day revocation period; (ii) properly addressed to Purple Innovation, LLC, 4100 N. Chapel Ridge Road, Suite 200, Lehi, Utah 84043, Attention: Casey K. McGarvey and (iii) sent by certified mail, return receipt requested. If delivered by email, the revocation must be sent within the applicable 7-day revocation period to casey@purple.com with the subject line ‘REVOCATION OF TRANSITION AGREEMENT.’

d. This Agreement and its release of ADEA claims do not waive rights or claims under ADEA that may arise after the date the Agreement is executed.

16. Government and Agency Communication, Testimony, Charges, etc.: Nothing in this Agreement prevents Consultant from giving truthful testimony or truthfully responding to a valid subpoena, or communicating, testifying before or filing a charge with government or regulatory entities (such as the U.S. Equal Employment Opportunity Commission (EEOC), National Labor Relations Board (NLRB), U.S. Department of Labor (DOL), or U.S. Securities and Exchange Commission (SEC)). However, Consultant promises never to seek or accept any compensatory damages, back pay, front pay, or reinstatement remedies for himself personally with respect to any claims released by this Agreement.

17. Indemnification and D&O Insurance. Company confirms that Consultant will continue to be eligible to receive reimbursement under the Company’s D&O insurance policy and the indemnification agreement previously entered into between Company and Consultant, in accordance with the terms of the D&O insurance policy and such indemnification agreement, with respect to claims arising out of or relating to Consultant’s engagement with Company that are covered in accordance with the terms of such policy or agreement or under the Consulting Agreement.

18. Section 409A. The Parties intend that the payments and benefits provided under this Agreement shall be exempt from or comply with Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”). To the maximum extent possible, the provisions of this Agreement shall be interpreted and construed consistent with such intent. The Company makes no representation or guarantee that any or all of the payments and benefits described in this Agreement will be exempt from or comply with Section 409A.

ACKNOWLEDGMENT OF RECEIPT AND ELIGIBILITY TO ACCEPT AGREEMENT

By signing below, Consultant acknowledges receipt of this Agreement as of the date set forth above his signature and Consultant further acknowledges that Consultant is aware that Consultant has been given 21 days in which to consider whether to execute this Agreement from the date of receipt. By signing below, Consultant is merely acknowledging receipt of the Agreement for purposes of beginning the 21-day consideration period referenced in Section 15. It is understood that Consultant is not bound by this Agreement unless and until Consultant signs below under the heading “Accepted and Agreed” and after the lapse of the 7-day revocation period referenced in Section 17.

A-7

Exhibit 99.4

Purple Innovation, Inc. Appoints Robert DeMartini, former President & Chief Executive Officer of New Balance, as Acting Chief Executive Officer

Company Updates 2021 Outlook

Lehi, Utah, December 13, 2021 – Purple Innovation, Inc. (NASDAQ: PRPL) (“Purple” or the “Company”), a comfort innovation company known for creating the “World’s First No Pressure^® Mattress”, today announced that Robert T. DeMartini has been appointed as Acting Chief Executive Officer and a member of the Board of Directors, effective immediately. Mr. DeMartini succeeds Joseph B. Megibow, who is stepping down as Chief Executive Officer and a member of the Board. Mr. Megibow will serve as an advisor to the new CEO to ensure a smooth transition.

“Purple’s strategic direction and multi-year growth prospects have the Company well positioned for 2022 and beyond. The Board is confident this leadership transition will help sharpen our execution and advance the business toward the long-term financial targets we established earlier this year,” said Paul Zepf, Non-Executive Chairman of the Board. “Purple has successfully leveraged its comfort technologies and focus on health & wellness to generate strong affinity for our brand and products and disrupt the mattress industry. With his track record leading New Balance’s high-performance growth and rise to a top global athletic brand, Rob is a great addition to the organization and the ideal person to lead Purple. On behalf of the Board and all of our employees, we would like to thank Joe for his leadership and contributions during his tenure and we wish him all the best with his future endeavors.”

Rob DeMartini, Acting CEO, said, “I am honored to take the helm at Purple, a company that has quickly established itself as a leader in the premium mattress category through its proprietary comfort solutions. With a powerful portfolio of innovative products that help people feel and live better, vertically integrated manufacturing capabilities, and omni-channel distribution strategy, I believe Purple is well positioned to further expand its market share in the years ahead. I look forward to working collaboratively with both the Board and the talented and passionate team of employees to strengthen the Company’s operations and best prepare Purple for its next phase of growth.”

Rob DeMartini is an experienced leader with a long history of strong growth and execution during his 37-year career. Mr. DeMartini served as President and Chief Executive Officer of New Balance from 2007 to 2019. During his twelve-year tenure, New Balance increased its annual sales to over $4 billion and achieved one of the highest growth rates in the athletic footwear and apparel industry, driven by successful product development, marketing, omni-channel and supply chain strategies. Prior to joining New Balance, Mr. DeMartini worked at Procter & Gamble for 20 years, beginning in its Food & Beverage Division and including management roles with the Gillette Company, North American Snacks, and Millstone Coffee. He most recently served as President and Chief Executive Officer of USA Cycling.

2021 Outlook

Purple is also updating its outlook for the calendar year 2021. The Company currently anticipates net revenue and Adjusted EBITDA at the low end of the prior guidance ranges issued November 9, 2021.

About Purple

Purple is a digitally-native vertical brand with a mission to help improve lives through innovative comfort solutions. We design and manufacture a variety of innovative, premium, branded comfort products, including mattresses, pillows, bedding, frames and more. Our products are the result of over 30 years of innovation and investment in proprietary and patented comfort technologies and the development of our own manufacturing processes. Our proprietary gel technology, GelFlex Grid, is the foundation of many of our comfort products and provides a range of benefits that differentiate our offerings from other competitors’ products. We market and sell our products through our direct-to-consumer online channels, traditional retail partners, third-party online retailers and our owned retail showrooms. Visit Purple online at purple.com and “like” Purple on Facebook and “follow” on Instagram.

Forward Looking 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. Such forward-looking statements include but are not limited to statements relating to demand for our products; our ability to gain market share; our ability to achieve our multi-year growth and financial targets; our operating performance for 2022; the transition of our CEO role; and expected financial and operating results for net revenue and Adjusted EBITDA for the full year 2021. 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: uncertainties regarding the extent and duration of the impact of the COVID-19 pandemic and supply chain issues on many aspects of our business, operations and financial performance; disruptions to our manufacturing processes; changes in economic, financial and end-market conditions in the markets in which we operate; fluctuations in shipping, raw material and labor prices; demand in our wholesale and DTC channels being lower than anticipated; our inability to execute on strategies to expand our wholesale channel; material changes in our relationships with wholesale partners; the financial condition of our customers and suppliers; competitive pressures, including the need for technology improvement, successful new product development and introduction; 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 (the “SEC”) on March 11, 2021, as amended by our Annual Report on Form 10-K/A filed with the SEC on May 10, 2021, as updated on our Quarterly Reports on Form 10-Q and 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.

Investor Contact:
ICR

Brendon Frey
brendon.frey@icrinc.com
203–682–8200

Media Contacts:
Misty Bond
Director of Purple Communications
misty.b@purple.com 
385-498-1851