Stephanie Harkness Form 4 Lowell Farms / Stephanie Harkness 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^*

Harkness Stephanie

(Last) (First) (Middle)

C/O LOWELL FARMS INC.

19 QUAIL RUN CIRCLE, SUITE B

(Street)

SALINAS CA 93907

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Lowell Farms Inc. [ LOWLF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2021

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
Subordinate Voting Shares	12/31/2021		M		75,000	A	$0	135,000	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
Restricted Stock Units	(1)	12/31/2021		M			75,000	(2)	(2)	Subordinate Voting Shares	75,000	$0	0	D
Stock options (right to buy)	$2.0348							07/18/2018	07/18/2024	Subordinate Voting Shares	10,000		10,000	D
Class B Common Shares	(3)							(3)	(3)	Subordinate Voting Shares	811,104		811,104	D
Class B Common Shares	(3)							(3)	(3)	Subordinate Voting Shares	190,231		190,231	I	By Harkness Family Trust(4)
Warrants (right to buy Class B Common Shares)(3)	$2.0348							08/28/2018	08/28/2023	Subordinate Voting Shares	155,000		155,000	D
Warrants (right to buy Class B Common Shares)(3)	$1.0174							03/15/2016	03/15/2026	Subordinate Voting Shares	22,500		22,500	D
Warrants (right to buy Class B Common Shares)	$2.0348							10/31/2016	12/20/2026	Subordinate Voting Shares	245,724		245,724	I	By Harkness Family Trust(4)
Class B Common Shares	(3)							(3)	(3)	Subordinate Voting Shares	482,667		482,667	I	By Immediate Family Member(5)

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one Subordinate Voting Share on the vesting date.

2. The RSUs vested on December 31, 2021.

3. Class B Common Shares of Indus Holding Company ("Class B Common Shares") may be redeemed at the option of the holder for Subordinate Voting Shares of the issuer on a one-for-one basis or, at the option of Indus Holding Company, for the cash equivalent of such Subordinate Voting Shares, as determined in accordance with the certificate of incorporation of Indus Holding Company. Class B Common Shares may be redeemed at any time and have no expiration date.

4. Ms. Harkness disclaims beneficial ownership of the Class B Common Shares and warrants held by the Harkness Family Trust except to the extent of her pecuniary interest therein.

5. The shares are held of record by Ms. Harkness's spouse. Ms. Harkness disclaims beneficial ownership of such shares.

	/s/ Stephanie Harkness	01/04/2022
	** 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).
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