X0306 4 2019-03-01 0 0001731348 Tilray, Inc. TLRY 0001746070 Kennedy Brendan 2701 EASTLAKE AVE E 3RD FLOOR SEATTLE WA 98102 1 1 0 0 President and CEO Class 2 Common Stock 2019-03-01 4 M 0 50000 7.76 A 287790 D Class 2 Common Stock 2019-03-01 4 S 0 53897 79.49 D 235893 D Class 2 Common Stock 2019-03-01 4 S 0 14437 80.40 D 221456 D Class 2 Common Stock 2019-03-01 4 S 0 7454 81.6688 D 214002 D Class 2 Common Stock 2019-03-01 4 S 0 11351 82.1351 D 202651 D Stock Option (Right to Buy) 7.76 2019-03-01 4 M 0 50000 0.00 D 2028-05-20 Class 2 Common Stock 50000 2950000 D The stock option exercise reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.94 to $79.93, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the footnote 3 to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.94 to $80.91, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the footnote 4 to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.93 to $81.91, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the footnote 6 to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.93 to $82.80, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the footnote 6 to this Form 4. The shares subject to this option shall vest at the rate of 25% of the shares on the twelve (12) month anniversary of January 1, 2017 (the "Vesting Commencement Date"), and the remaining option shares will vest quarterly thereafter at the rate of 6.25% of the total number of shares on each quarterly anniversary of the Vesting Commencement Date thereafter for so long as the Reporting Person remains in Continuous Service (as defined in the Company's 2018 Equity Incentive Plan), such that the total number of shares shall be fully vested on the four-year anniversary of the Vesting Commencement Date. /s/ Alan Hambelton, Attorney-in-fact 2019-03-05