Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-21-001681
Date:2021-01-01
Issuer: TILRAY, INC. (TLRY)
Original Submission Date:

Reporting Person:

AUERBACH MICHAEL
1100 MAUGHAN ROAD
NANAIMO, A1 V9X IJ2

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS 2 COMMON STOCK 2021-01-01 M 2,187 a $0.00 279,301 direct
CLASS 2 COMMON STOCK 2021-01-01 0 $0.00 1,009,941 indirect f2
CLASS 2 COMMON STOCK 2021-01-01 0 $0.00 13,895 indirect f3
CLASS 2 COMMON STOCK 2021-01-01 0 $0.00 395,026 indirect f4
CLASS 2 COMMON STOCK 2021-01-01 0 $0.00 17,490 indirect f3
CLASS 2 COMMON STOCK 2021-01-01 0 $0.00 42,028 indirect f5
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNITS 0.0 2021-01-01 deemed execution date M 2,187 (d) class 2 common stock 2,187 $0.00 10,938 direct
Footnotes
IDfootnote
f1 each restricted stock unit ("rsu") converted into one share of class 2 common stock.
f2 mr. auerbach serves as general partner of murphy ofutt, llc, a multi-member limited liability company. mr. auerbach has sole voting and investment power with respect to the shares held by murphy ofutt, llc.
f3 the reporting person is a member of m3 daat, llc and has sole voting and investment power with respect to the shares held by m3 daat, llc.
f4 mr. auerbach serves as general partner of murphy ofutt common, llc, a multi-member limited liability company. mr. auerbach has sole voting and investment power with respect to the shares held by murphy ofutt common, llc
f5 mr. auerbach is a member of m3 ein sof llc and has sole voting and investment power with respect to the shares held by m3 ein sof llc.
f6 the rsus shall vest at the rate of 25% of the rsus on the twelve (12) month anniversary of april 1, 2018 (the "vesting date"), and the remaining rsus will vest quarterly thereafter at the rate of 6.25% 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 four-year anniversary of the vesting commencement date.
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