X0306 4 2019-12-02 0 0001731348 Tilray, Inc. TLRY 0001746080 Auerbach Michael 1100 MAUGHAN ROAD NANAIMO A1 V9X IJ2 BRITISH COLUMBIA, CANADA 1 0 0 0 Class 2 Common Stock 2019-12-02 4 M 0 18750 7.76 A 31875 D Class 2 Common Stock 2019-12-02 4 S 0 31875 19.0508 D 0 D Class 2 Common Stock 2019-12-02 4 S 0 7537 19.0508 D 42928 I By M3 Ein Sof LLC Class 2 Common Stock 2019-12-02 4 S 0 900 19.8144 D 42028 I By M3 Ein Sof LLC Stock Option (Right to Buy) 7.76 2019-12-02 4 M 0 18750 0.00 D 2028-05-20 Class 2 Common STock 18750 31250 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 $18.75 to $19.74, 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 $19.75 to $19.84, 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 shares vest at the rate of 25% of the shares on the twelve (12) month anniversary of April 1, 2018 (the "Vest Date"), and the remaining shares will vest quarterly thereafter at the rate of 6.25% of the total number of shares on each quarterly anniversary of the Vesting 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 Date. /s/ Yuri Weigel, Attorney-in-fact 2019-12-04