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) 10/23/2020 | 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) |
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 | ||||
Redeemable Shares(1) | (2) | (3) | Class B Subordinate Voting Shares(1) | 111,445 | 0.00 | D | |
Employee Stock Options (right to buy)(4) | 05/29/2018(5) | 05/29/2028 | Class B Subordinate Voting Shares | 181,162 | 5.25(6) | D | |
Restricted Stock Units(7) | (8) | (3) | Class B Subordinate Voting Shares | 173,656 | 0.00 | D |
Explanation of Responses: |
1. Redeemable shares ("Redeemable Shares") consist of Class B common shares of MM Can USA, Inc., a California corporation ("MedMen Corp"). Issuer is the sole shareholder of MedMen Corp. Holders of Redeemable Shares are entitled to exchange or redeem each of their Redeemable Shares for one share of Issuer's Class B subordinate voting shares ("Subordinate Voting Shares") or cash, at the election of MedMen Corp, pursuant to terms specified in the articles of incorporation of MedMen Corp. |
2. Redeemable Shares vest equally over a 12-month period starting November 25, 2019, and will be 100% vested on October 25, 2020. |
3. Not applicable. |
4. Employee stock options (right to buy) ("Options") granted May 29, 2018, pursuant to Issuer's 2018 Stock and Incentive Plan (the "Incentive Plan"). |
5. One-quarter of the Options vested and became exercisable on the grant date. Thereafter, the Options vest and become exercisable on each successive monthly anniversary of the grant date. |
6. Such exercise price is in Canadian dollars. |
7. Restricted stock units ("RSU") granted July 30, 2019, pursuant to Issuer's Incentive Plan. Each RSU represents the right to receive one Class B Subordinate Voting Share of Issuer, subject to vesting and the terms of the Incentive Plan. |
8. RSUs vest 100% on the second anniversary of the grant date. |
Remarks: |
/s/ Zeeshan Hyder | 10/23/2020 | |
** 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. |