Terrence Gregory Joseph Doucet Form 3 Cronos / Terrence Gregory Joseph Doucet ownership change

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^*

Doucet Terrence Gregory Joseph

(Last) (First) (Middle)

111 PETER STREET, SUITE 300

(Street)

TORONTO A6 M5V 2H1

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/20/2022

3. Issuer Name and Ticker or Trading Symbol
Cronos Group Inc. [ CRON ]

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

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

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)
COMMON SHARES	1,599	D

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
COMMON SHARE OPTION (right to buy)	(1)	05/17/2023	COMMON SHARES	60,000	7.57(2)	D
COMMON SHARE OPTION (right to buy)	(3)	03/28/2024	COMMON SHARES	4,198	24.75(2)	D
RESTRICTED STOCK UNITS	(4)	(4)	COMMON SHARES	21,643	0.0(5)	D

Explanation of Responses:

1. The options were granted May 17, 2018 and vest in monthly installments over a four-year period.

2. The exercise price is expressed in Canadian dollars.

3. The options were granted March 28, 2019 and vest in quarterly installments over a four-year period.

4. The restricted share units ("RSUs") consist of the following: (1) 5,313 unvested RSUs vesting in substantially equal annual installments, with the second of three scheduled vesting dates to occur on December 17, 2022, (2) 4,679 unvested RSUs vesting in three substantially equal annual installments beginning on May 10, 2022, and (3) 11,651 unvested RSUs vesting in three substantially equal annual installments beginning on March 8, 2023, in each case, subject to continued employment through each applicable date.

5. Each RSU represents a contingent right to receive one common share of Cronos Group Inc.

Remarks:

Senior Vice President, Legal, Regulatory Affairs and Corporate Secretary. Exhibit List: Exhibit 24 - Power of Attorney.

	Aaron Werner, as attorney-in-fact for Terry Doucet	04/28/2022
	** 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 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).
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