MedMen Enterprises (MMNFQ) Form 4 MedMen Enterprises / TRACY MCCOURT ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

MCCOURT TRACY

(Last) (First) (Middle)

10115 JEFFERSON BOULEVARD

(Street)

CULVER CITY CA 90232

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MedMen Enterprises, Inc. [ MMNFF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Revenue Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/07/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class B Subordinate Voting Shares(1)	08/29/2021		A		477,417(2)	A	$0.00	477,417	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Options (right to buy)(1)	$0.1953(3)	12/07/2020		A		307,180		12/07/2020	12/07/2025	Class B Subordinate Voting Shares	307,180	$0.00	307,180	D
Employee Stock Options (right to buy)(1)	$0.2814(4)	08/29/2021		A		120,209		08/29/2021	08/29/2026	Class B Subordinate Voting Shares	120,209	$0.00	120,209	D

Explanation of Responses:

1. Issued pursuant to Issuer's 2018 Stock Incentive Plan.

2. Represents restricted stock units ("RSUs"), which vest annually over four years beginning 6/30/2022, with 37.5% of shares vesting on 6/30/2022 and 6/30/2024, and 12.5% of shares vesting on 6/30/2023 and 6/30/2025. RSUs are equivalent to Issuer's Class B Subordinate Voting Shares and may be settled solely by delivery of an equal number of such shares of Issuer.

3. Such options have an exercise price of CAN$0.25, which is equivalent to US$0.1953 at an exchange rate of 1.2801.

4. Such options have an exercise price of CAN$0.355, which is equivalent to US$0.2814 at an exchange rate of 1.2635.

Remarks:

	/s/ Tracy McCourt	10/05/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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