Tilray Brands, Inc. — Director's Dealing 2025

Aug 1, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Tilray Brands, Inc. (TLRY)
CIK: 0001731348
Period of Report: 2025-07-29

Reporting Person: SIMON IRWIN D (President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-07-30	Common Stock	M	1176467	$0.61	Acquired	5118100	Direct
2025-07-30	Common Stock	F	623528	$0.61	Disposed	4494572	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-07-30	Restricted Stock Units	$	M	1176467	Disposed		Common Stock (1176467)	Direct
2025-07-29	Restricted Stock Units	$	A	8568966	Acquired		Common Stock (8568966)	Direct

Footnotes

F1: On July 30, 2024, the reporting person was granted 2,352,935 of 2024 RSUs, and 1,176,467 RSUs vested on July 30, 2025.

F2: Amount includes shares of 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 1,176,467 of 2024 RSUs previously granted on July 30, 2024.

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

F5: Each restricted stock unit ("RSU") represents a contingent right to receive one (1) share of Common Stock. Grant date is based on close of trading on July 29, 2025.

F6: Subject to the reporting person's continuous employment through the vesting date, the LTIP RSUs shall vest in two (2) equal annual installments, commencing on July 29, 2026, and July 29, 2027, except in the case of the reporting person's earlier voluntary resignation, death or disability. In the event of a voluntary termination by the reporting person prior to the vesting date, all RSUs will be forfeited.