Todd Lillibridge - Jan 18, 2022 Form 4 Insider Report for DIRTT ENVIRONMENTAL SOLUTIONS LTD (DRTT)

Role: Director and Interim President and CEO, Director
Signature: /s/ Nandini Somayaji, as attorney-in-fact for Todd Lillibridge
Stock symbol: DRTT
Transactions as of: Jan 18, 2022
Transactions value $: $0
Form type: 4
Date filed: 1/20/2022, 12:04 PM
Previous filing: Jan 4, 2022
Next filing: Feb 1, 2022

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
transaction	DRTT	Restricted Share Units	Award	$0	+115K		$0.00	115K	Jan 18, 2022	Common Shares	115K		Direct	F1
transaction	DRTT	Performance-Based Restricted Share Units	Award	$0	+115K		$0.00	115K	Jan 18, 2022	Common Shares	115K		Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On January 18, 2022 the reporting person was granted 115,207 restricted share units ("RSUs"), vesting in three equal annual installments beginning on the first anniversary of the grant date, and contingent upon the reporting person's continued service as the Interim President and Chief Executive Officer or, following the appointment of a new President and Chief Executive Officer, continued service as a member of the Board of Directors, through each applicable vesting date. Each RSU represents a conditional right to receive a cash payment equal to the fair market value of one share of common stock of the Issuer (a "Common Share") or, at the Issuer's discretion, a number of Common Shares (or a combination of cash and Common Shares) equal to the fair market value of one Common Share.
F2	On January 18, 2022, the reporting person was granted a target number of RSUs equal to 115,207 restricted share units (the "Target Number of Restricted Share Units"). The number of RSUs that become vested RSUs will be between 0% and 100% of the Target Number of Restricted Share Units, depending on whether and to what extent certain trading price hurdles are achieved over the three-year performance period, which commenced on the date of grant. Vesting of the RSUs is further contingent upon the reporting person's continued service as the Interim President and Chief Executive Officer or, following the appointment of a new President and Chief Executive Officer, continued service as a member of the Board of Directors, through the end of the performance period. Each RSU represents a conditional right to receive a cash payment equal to the fair market value of one Common Share or, at the Issuer's discretion, a number of Common Shares (or a combination of cash and Common Shares) equal

Content

On January 18, 2022 the reporting person was granted 115,207 restricted share units ("RSUs"), vesting in three equal annual installments beginning on the first anniversary of the grant date, and contingent upon the reporting person's continued service as the Interim President and Chief Executive Officer or, following the appointment of a new President and Chief Executive Officer, continued service as a member of the Board of Directors, through each applicable vesting date. Each RSU represents a conditional right to receive a cash payment equal to the fair market value of one share of common stock of the Issuer (a "Common Share") or, at the Issuer's discretion, a number of Common Shares (or a combination of cash and Common Shares) equal to the fair market value of one Common Share.

On January 18, 2022, the reporting person was granted a target number of RSUs equal to 115,207 restricted share units (the "Target Number of Restricted Share Units"). The number of RSUs that become vested RSUs will be between 0% and 100% of the Target Number of Restricted Share Units, depending on whether and to what extent certain trading price hurdles are achieved over the three-year performance period, which commenced on the date of grant. Vesting of the RSUs is further contingent upon the reporting person's continued service as the Interim President and Chief Executive Officer or, following the appointment of a new President and Chief Executive Officer, continued service as a member of the Board of Directors, through the end of the performance period. Each RSU represents a conditional right to receive a cash payment equal to the fair market value of one Common Share or, at the Issuer's discretion, a number of Common Shares (or a combination of cash and Common Shares) equal

Remarks:

Director and Interim President and CEO