Tilray Brands, Inc. — Director's Dealing 2021

Mar 10, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Tilray, Inc. (TLRY)
CIK: 0001731348
Period of Report: 2021-03-05

Reporting Person: Kruteck Michael C. (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-05	Class 2 Common Stock	A	33360	$0.00	Acquired	63075	Direct
2021-03-05	Class 2 Common Stock	F	14646	$0.00	Disposed	48429	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-05	Restricted Stock Units	$	M	33360	Acquired		Class 2 Common Stock (33360)	Direct

Footnotes

F1: Each restricted stock unit ("RSU") converted into one share of Class 2 Common Stock.

F2: Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligations in connection with the vesting of the RSU.

F3: Each RSU represents a contingent right to receive one share of the Issuer's Class 2 Common Stock.

F4: The RSUs shall vest at the rate of 33.36% of the RSUs on the twelve (12) month anniversary of March 5, 2020 (the "Vesting Date"), and the remaining RSUs will vest quarterly thereafter at the rate of 8.33% of the total number of RSUs on each quarterly anniversary of the Vesting Date thereafter for so long as the Reporting Person remains in Continuous Service (as defined in the Company's 2018 Equity Incentive Plan), such that the total number of RSUs shall be fully vested on the three-year anniversary of the Vesting Date.