Noll Shaun Form 4 DIRTT ENVIRONMENTAL SOLUTIONS / Shaun Noll 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^*

Noll Shaun

(Last) (First) (Middle)

7303-30TH STREET SE

(Street)

CALGARY A0 T2C 1N6

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DIRTT ENVIRONMENTAL SOLUTIONS LTD [ DRTT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2022

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
Common Shares(1)	12/09/2022		P		1,156,547	A	$0.28	4,996,844	I(2)	By 726 BC LLC
Common Shares(1)	12/09/2022		P		2,313,094	A	$0.28	11,928,214	I(3)	By 726 BF LLC
Common Shares(1)								1,145,207	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

Explanation of Responses:

1. This Form 4 is filed jointly by 726 BC LLC ("726 BC"), 726 BF LLC ("726 BF"), Peter L. Briger Jr., Matthew Briger and Shaun Noll (collectively, the "Reporting Persons"), who may be deemed members of a group in respect of the Issuer's outstanding shares. Each of the Reporting Persons disclaims the existence of any such group and further disclaims beneficial ownership of the shares reported owned herein except to the extent of his or its pecuniary interest therein.

2. Shares owned directly by 726 BC. Matthew Briger, as the Manager of 726 BC, may be deemed to beneficially own the shares of the Issuer owned directly by 726 BC. Shaun Noll, Chief Investment Officer and President of 726 BC, has been delegated power to vote and dispose of the securities owned by 726 BC and, accordingly, Shaun Noll may be deemed to beneficially own the shares of the Issuer owned directly by 726 BC

3. Shares owned directly by 726 BF. Peter L. Briger Jr., as the Manager of 726 BF, may be deemed to beneficially own the shares of the Issuer owned directly by 726 BF. Shaun Noll, Chief Investment Officer and President of 726 BF, has been delegated power to vote and dispose of the securities owned by 726 BF and, accordingly, Shaun Noll may be deemed to beneficially own the shares of the Issuer owned directly by 726 BF.

Remarks:

	/s/ Nandini Somayaji, as attorney-in-fact for Shaun Noll	12/02/2022
	** 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).
** 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.