AGRIFORCE GROWING SYSTEMS LTD. — Director's Dealing 2021

Jul 9, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: AGRIFORCE GROWING SYSTEMS LTD. (AGRI)
CIK: 0001826397
Period of Report: 2021-07-08

Reporting Person: Welch David Ryan (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common shares	24384	Direct
Common shares	13158	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock options	$3.80	2026-06-30	Common shares (9021)		Direct
Stock options	$7.00	2026-05-31	Common shares (24642)		Direct

Footnotes

F1: The shares subject to such option vest and become exercisable annually in substantially equal installments over a two-year period, with the first tranche vested at the date of grant of June 30, 2020, subject to the Reporting Person's continuous service to the Issuer on each such date.

F2: If permitted by the policies of any stock exchange on which the Issuer may be listed from time to time, the stock option may be exercised by means of a "cashless exercise", in which event the Issuer shall issue to the holder the net number of common shares determined based on the formula presented in the exhibit to the stock option certificate.

F3: The exercise price reported above was converted from the Canadian exercise price of CAD $4.75 using an exchange rate of CAD $1.25 = US $1.00.

F4: The shares subject to such option vest and become exercisable annually in substantially equal installments over a three-year period, with the first tranche to be vested on the three-month anniversary of date of grant of May 31, 2021, subject to the Reporting Person's continuous service to the Issuer on each such date.