Tilray Brands, Inc. — Director's Dealing 2024

Jul 31, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Tilray Brands, Inc. (TLRY)
CIK: 0001731348
Period of Report: 2024-07-26

Reporting Person: Clanachan David F (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-07-26	Common Stock	M	129534	$1.83	Acquired	177464	Direct
2024-07-26	Common Stock	F	64962	$1.83	Disposed	112502	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-07-26	Restricted Stock Units	$	D	129543	Disposed		Common Stock (129543)	Direct
2024-07-30	Restricted Stock Units	$	A	124378	Acquired		Common Stock (124378)	Direct

Footnotes

F1: On July 26, 2023, a total of 129,534 RSUs vested. Each RSU represents a contingent right to receive one (1) share of Tilray Common Stock.

F2: Amount includes shares of Tilray Common Stock beneficially owned by the reporting person but excludes other unvested RSUs.

F3: Represents shares withheld by the Company to satisfy the tax withholding obligation associated with the vesting of 129,534 RSUs previously granted on July 26, 2023.

F4: Each restricted stock unit represents a contingent right to receive one (1) share of Tilray Common Stock.

F5: Each restricted stock unit represents a contingent right to receive one (1) share of Tilray Common Stock. Grant was effective as of close of trading on July 30, 2024.

F6: Subject to the reporting person's continuous service, the restricted stock units shall vest one (1) year from the date of grant, with accelerated vesting solely upon death or disability prior to such date. In the event of a voluntary resignation by the reporting person prior to the vesting date, all restricted stock units will be forfeited.

F7: Amount represents the total amount of unvested RSUs and underlying shares of Tilray Common Stock.