Tilray Brands, Inc. — Proxy Solicitation & Information Statement 2021

Jun 30, 2021

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

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.)

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

• ☐ Preliminary Proxy Statement
• ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
• ☐ Definitive Proxy Statement
• ☒ Definitive Additional Materials
• ☐ Soliciting Material under §240.14a-12

TILRAY, INC.

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

• ☒ No fee required.
• ☐ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
• 1) Title of each class of securities to which transaction applies:

2) Aggregate number of securities to which transaction applies:

3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined)

4) Proposed maximum aggregate value of transaction:

5) Total fee paid:

☐ Fee paid previously with preliminary materials.

☐ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

1) Amount Previously Paid:

2) Form, Schedule or Registration Statement No.:

3) Filing Party:

4) Date Filed:

This Schedule 14A filing consists of the following communications (collectively, the "Communications") from Tilray, Inc., a Delaware corporation ("Tilray"), relating to Tilray's Special Meeting of Stockholders to be held on July 29, 2021. This Schedule 14A should be read in conjunction with the proxy statement filed with the U.S. Securities and Exchange Commission on or about June 25, 2021.

The Communications were first used or made available on Facebook, Instagram, Twitter, LinkedIn, Reddit and/or other websites on June 29, 2021.

$\begin{array}{ll} \textbf{Tilray} \ \text{\texttt{\char'13.534} to} \ \text{\texttt{\char'13.534} to} \ \text{\texttt{7h}} \cdot \textbf{\textcircled{S}} \end{array}$

Tilray Asks Stockholders to Support Key Initiatives to Drive Strategic Growth
and Strengthen Stockholder Rights. Details https://bit.ly/3w1QteH

Tilray, CEO, Irwin D. Simon issues open letter to fellow shareholders \$TLRY

NASDAQ: TLRY TSX: TLRY

$\cdots$

$\bullet$ 20 $\cdot$ 1 comment

$\cdots$ Tilray
$\frac{32,534 \text{ toil}}{7 \text{ h} \cdot \textcircled{1}}$ Tilray Asks Stockholders to Support Key Initiatives to Drive Strategic Growth
and Strengthen Stockholder Rights. Details https://bit.ly/3w1QteH Tilray, CEO, Irwin D. Simon issues open letter to fellow shareholders \$TLRY NASDAQ: TLRY TILRAY TSX: TLRY $020 \cdot 1$ comment

Tilray $\frac{1 \text{ m} \text{ a}}{32,534}$ followers
$\frac{7 \text{ h}}{2} \cdot \text{ m}$

Tilray Asks Stockholders to Support Key Initiatives to Drive Strategic Growth and Strengthen Stockholder Rights. Details https://bit.ly/3w1QteH

Tilray, CEO, Irwin D. Simon issues open letter to fellow shareholders \$TLRY

NASDAQ: TLRY TSX: TLRY

$\ddot{\phantom{a}}$

$\ddot{\phantom{0}}$

$20 \cdot 1$ comment

Tilray TILRAY 32,534 followers $7h \cdot \mathbf{Q}$

Tilray Asks Stockholders to Support Key Initiatives to Drive Strategic Growth and Strengthen Stockholder Rights. Details https://bit.ly/3w1QteH

Tilray, CEO, Irwin D. Simon issues open letter to fellow shareholders \$TLRY

TILRAY

NASDAQ: TLRY TSX: TLRY

$20 \cdot 1$ comment

June 29, 2021

@Tilray Twitter Social Posts

Tilray LinkedIn:

https://www.linkedin.com/company/tilray/posts/?feedView=all&viewAsMember=true

Tilray Instagram: