Tilray Brands, Inc. - 17 Aug 2021 Form 3 Insider Report for MedMen Enterprises, Inc. (MMNFF)

Role
10%+ Owner
Signature
/s/ Mitchell Gendel, authorized officer
Issuer symbol
MMNFF
Transactions as of
17 Aug 2021
Net transactions value
$0
Form type
3
Filing time
17 Dec 2021, 15:41:37 UTC
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 20,857,737 $0.1529 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 26,263,572 $0.1700 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 24,387,603 $0.3400 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 89,830,506 $0.1529 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 113,112,459 $0.1700 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 105,032,998 $0.3400 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 29,211,057 $0.1529 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 36,781,876 $0.1700 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 34,154,599 $0.3400 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 21,353,536 $0.1529 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 26,887,870 $0.1700 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 24,967,308 $0.3400 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 11,311,120 $0.1529 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 14,242,696 $0.1700 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 13,225,360 $0.3400 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 111,596,681 $0.1529 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 14,931,230 $0.1529 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 5,365,564 $0.2845 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 28,874,592 $0.1529 See Footnote F1
holding MMNFF Convertible Note 17 Aug 2021 Class B Subordinate Voting Shares 53,395,929 $0.1608 See Footnote F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The convertible notes and warrants are owned directly by Superhero Acquisition L.P. ("LP"). Superhero Acquisition Corp. ("Corp.") is the general partner of LP. Tilray, Inc. ("Tilray") owns approximately two-thirds of the outstanding equity interests in Corp. and approximately two-thirds of the outstanding equity interest in LP. Accordingly, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, Tilray may be deemed a beneficial owner with respect to securities held of record by LP and has shared voting and investment power with respect to such securities. Tilray disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.

Remarks:

This Form 3 is one of two Form 3s filed relating to the same event. This Form 3 has been split into two filings because there are more than 30 derivative securities beneficially owned, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 30 rows per table. This filing relates to transactions that occurred on August 17, 2021, which were previously disclosed by Tilray in its Current Report on Form 8-K filed on August 18, 2021. As of the date of this filing, Tilray has not executed any transactions in MedMen Enterprises, Inc. securities since August 17, 2021.