MedMen Enterprises (MMNFQ) Form 3 Initial statement of insider ownership

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^*

Parallax Volatility Advisers, L.P.

(Last) (First) (Middle)

88 KEARNY STREET

20TH FLOOR

(Street)

SAN FRANCISCO CA 94108

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/11/2021

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

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

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

5. 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 Beneficially Owned
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)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Warrants	01/11/2021	09/14/2025	Class B Subordinate Voting Shares	32,701,112	0.1529	I	See Notes 1 and 2(1)(2)
Senior Secured Convertible Note	01/11/2021	04/23/2022	Class B Subordinate Voting Shares	36,781,522(3)	0.1529	I	See Notes 1 and 2(1)(2)

Explanation of Responses:

1. The filing persons (the "Filers") are Parallax Volatility Advisers, L.P. ("PVA"), Parallax Partners, LLC (the "GP"), Parallax Master Fund, L.P. (the "Master Fund"), S. Daniel Hutchison and William F. Bartlett. PVA and the GP are the investment adviser and general partner, respectively, of investment funds, including the Master Fund (the "Funds"). Mr. Hutchison and Mr. Bartlett are the managers and control persons of PVA and the GP. The securities are held directly by the Funds for the benefit of their investors and are indirectly beneficially owned by PVA and the GP as the investment adviser and general partner, respectively, of the Funds, and by Mr. Hutchison and Mr. Bartlett as PVA's and the GP's control persons. PVA is filing this Form 3 for itself and the other Filers.

2. The Filers are filing this Form 3 jointly, but not as a group, and each expressly disclaims membership in a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended. Each Filer disclaims beneficial ownership of these securities except to the extent of that Filer's pecuniary interest therein.

3. This represents the number of Class B Subordinate Voting Shares issuable on conversion of the outstanding principal amount of the Note. The ultimate number of shares issuable on conversion may vary based on the accrued interest payable on the Note at the time of conversion.

	Easton Chen, Chief Compliance Officer of Parallax Volatility Advisers, L.P.	03/03/2021
	** 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).
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