Carl A. Merton - Aug 3, 2022 Form 4 Insider Report for Tilray Brands, Inc. (TLRY)

Role: Chief Financial Officer
Signature: /s/ Carl A. Merton
Stock symbol: TLRY
Transactions as of: Aug 3, 2022
Transactions value $: -$47,483
Form type: 4
Date filed: 8/5/2022, 05:06 PM
Previous filing: Jul 28, 2022
Next filing: Aug 18, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TLRY	Common Stock (Restricted (Deferred) Stock Units ("RSUs"))	Options Exercise		+23.1K	+9.33%		271K	Aug 3, 2022	Direct	F1, F2
transaction	TLRY	Class 2 Common Stock (RSUs)	Tax liability	-$47.5K	-12.2K	-4.52%	$3.88	258K	Aug 3, 2022	Direct	F2, F3

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	TLRY	RSUs	Options Exercise	$0	-23.1K	-100%	$0.00^*	0	Aug 3, 2022	Class 2 Common Stock	23.1K		Direct	F4, F5

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

Explanation of Responses:

Id	Content
F1	RSUs convert into shares of Tilray Class 2 Common Stock on a one-for-one basis.
F2	Amount includes shares of Common Stock beneficially owned by the reporting person.
F3	Represents the number of shares withheld by the issuer to satisfy applicable tax withholding obligations in connection with the vesting of RSUs.
F4	Each RSU represents a contingent right to receive one (1) share of Tilray Brands, Inc. Class 2 Common Stock.
F5	On August 7, 2019, the reporting person was granted 23,089 RSUs. The RSUs were fully vested and held for the account of the Reporting Person convertible into shares of Tilray Class 2 Common Stock once either the Reporting Person ceases to serve as a director of the Company, or at such time as otherwise elected in accordance with the terms of the applicable award agreement.