Amended Statement of Changes in Beneficial Ownership (4/a)

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

OMB APPROVAL

OMB Number:

3235-0287

Estimated average burden
hours per response...

0.5

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * MAISEL DAVID	2. Issuer Name and Ticker or Trading Symbol GAIA, INC [ GAIA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner _____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle) 833 W SOUTH BOULDER RD	3. Date of Earliest Transaction (MM/DD/YYYY) 10/24/2019
(Street) LOUISVILLE, CO 80027 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY) 10/28/2019	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	10/24/2019		A (2)		3900		(3)	(3)	Class A Common Stock	3900	$0.00	39000	D
Director Stock Option	$7.81	10/24/2019		D (2)			50000	(2)	9/8/2026	Class A Common Stock	50000	$0.00	100000	D

Explanation of Responses:
(1)	Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of the Issuer's Class A Common Stock.
(2)	The unvested portion of the option was canceled by mutual agreement of the reporting person and the issuer in connection with the issuer's grant of restricted stock units to the reporting person. The remaining options outstanding are vested and available for exercise.
(3)	The RSUs vest on the date of the Annual Shareholder Meeting in April 2020, subject to continued services as a Director. Vested Class A Common Stock will be delivered to the reporting person within sixty days following the date on which the RSUs vest.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
MAISEL DAVID 833 W SOUTH BOULDER RD LOUISVILLE, CO 80027	X

Signatures
/S/ Paul Tarell Attorney-In-Fact for David Maisel		3/5/2020
**Signature of Reporting Person		Date