SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 10/25/2021 | 3. Issuer Name and Ticker or Trading Symbol MedMen Enterprises, Inc. [ MMNFF ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Class B Subordinate Voting Shares | 183,844 | D | |
Class B Subordinate Voting Shares | 866,683(1) | D | |
Class B Subordinate Voting Shares | 511,727(2) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Employee Stock Options (right to buy)(3) | 01/07/2020(4) | 01/25/2029 | Class B Subordinate Voting Shares | 10,000 | 3.42(5) | D | |
Employee Stock Options (right to buy)(3) | 09/09/2020 | 09/09/2025 | Class B Subordinate Voting Shares | 247,185 | 0.167(6) | D | |
Employee Stock Options (right to buy)(3) | 08/29/2021 | 08/29/2026 | Class B Subordinate Voting Shares | 128,848 | 0.2814(7) | D |
Explanation of Responses: |
1. Represents restricted stock units ("RSUs"), granted 9/9/2020 pursuant to Issuer's 2018 Stock and Incentive Plan (the "Incentive Plan"), which vest annually over four years with 37.5% vesting on 6/30/2021 and 6/30/2023, and 12.5% vesting on 6/30/2022 and 6/30/24. RSUs are equivalent to Issuer's Class B Subordinate Voting Shares and may be settled solely by delivery of an equal number of Shares. |
2. Represents RSUs granted 8/29/2021 pursuant to the Incentive Plan, which vest annually over four years with 37.5% vesting on 6/30/2022 and 6/30/2024, and 12.5% vesting on 6/30/2023 and 6/30/25. RSUs are equivalent to Issuer's Class B Subordinate Voting Shares and may be settled solely by delivery of an equal number of Shares. |
3. Employee stock options (right to buy) ("Options") granted pursuant to the Incentive Plan. |
4. Options vest over four years with 25% vesting on January 7, 2020. The balance vest equally on a monthly basis thereafter. |
5. Such Options have an exercise price of CAN$4.53, which is equivalent to US$3.42 at an exchange rate of 0.7544 as of the grant date. |
6. Such Options have an exercise price of CAN$0.22, which is equivalent to US$0.1670 at an exchange rate of 0.7591 as of the grant date. |
7. Such Options have an exercise price of CAN$0.355, which is equivalent to US$0.2814 at an exchange rate of 0.7925 as of the grant date. |
Remarks: |
/s/ Rozlyn S. Lipsey | 11/03/2021 | |
** 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 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |