Tilray Brands, Inc. — Director's Dealing 2021

May 6, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Tilray, Inc. (TLRY)
CIK: 0001731348
Period of Report: 2021-04-30

Reporting Person: Butts Jodi L. (N/A)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-04-30	Restricted (Deferred) Stock Units	$	A	923	Acquired		Class 2 Common Stock (923)	Direct
2021-04-30	Restricted (Deferred) Stock Units	$	A	6274	Acquired		Class 2 Common Stock (6274)	Direct
2021-04-30	Restricted (Deferred) Stock Units	$	A	5329	Acquired		Class 2 Common Stock (5329)	Direct
2021-04-30	Restricted (Deferred) Stock Units	$	A	20750	Acquired		Class 2 Common Stock (20750)	Direct

Footnotes

F1: Each restricted (deferred) stock unit is the economic equivalent of one share of Tilray, Inc. Class 2 Common Stock.

F2: The restricted (deferred) stock units are fully vested; however, the restricted (deferred) stock units will be held for the account of the Reporting Person and may not be converted into shares of Tilray, Inc. until the Reporting Person ceases to serve as a director of the Company, or at such time as otherwise elected in accordance with the terms of the applicable award agreement. Upon settlement, one share of Tilray, Inc. Class 2 Common Stock will be delivered for each restricted stock unit held.

F3: The deferred stock units shall vest 25% quarterly beginning on August 31, 2020; however, the restricted (deferred) stock units will be held for the account of the Reporting Person and do not convert into shares of Tilray, Inc. until the Reporting Person ceases to serves as a director of the Company, or at such time as otherwise elected in accordance with the terms of the applicable award agreement. Upon settlement, one share of Tilray, Inc. Class 2 Common Stock will be delivered for each restricted (deferred) stock unit held.