Cronos Group Inc. — Director's Dealing 2022

Mar 18, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Cronos Group Inc. (CRON)
CIK: 0001656472
Period of Report: 2022-03-16

Reporting Person: ADLER JASON MARC (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-03-16	COMMON SHARES	M	1300000	$3.14	Acquired	9465072	Direct
2022-03-16	COMMON SHARES	F	1033418	$3.95	Disposed	8431654	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-03-16	COMMON SHARE OPTION (right to buy)	$3.14	M	1300000	Disposed	2022-04-12	COMMON SHARES (1300000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
COMMON SHARES	2014228	Indirect
COMMON SHARES	1226639	Indirect
COMMON SHARES	503478	Indirect

Footnotes

F1: Price is expressed in Canadian dollars.

F2: Cronos Group Inc. (the "Company") withheld 1,033,418 common shares underlying the options for payment of the exercise price, using the closing price of the Company's common shares on March 15, 2022 of C$3.95 as reported on the Toronto Stock Exchange.

F3: Gotham Green GP 1, LLC is the general partner of Gotham Green Fund 1(Q), LP. Mr. Adler, as the Managing Member of Gotham Green GP 1, LLC, may be deemed to be the indirect beneficial owner of such shares for purposes of Section 16 of the Exchange Act. Mr. Adler disclaims that he is the beneficial owner of such shares, except to the extent of his pecuniary interest.

F4: Gotham Green GP 1, LLC is the general partner of Gotham Green Fund 1, LP. Mr. Adler, as the Managing Member of Gotham Green GP 1, LLC, may be deemed to be the indirect beneficial owner of such shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Mr. Adler disclaims that he is the beneficial owner of such shares, except to the extent of his pecuniary interest.

F5: The options were granted April 12, 2017 and vest in monthly installments over a four-year period.