X0306 4 2020-10-01 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 2020-10-01 4 M 0 2188 A 277114 D Class 2 Common Stock 42028 I By: M3 Ein Sof LLC Class 2 Common Stock 456315 I By: Murphy Ofutt Common LLC Class 2 Common Stock 1166634 I By: Murphy Ofutt LLC Restricted Stock Units 2020-10-01 4 M 0 2188 0.00 D Class 2 Common Stock 2188 13125 D Each restricted stock unit ("RSU") converted into one share of Class 2 Common Stock. Mr. Auerbach is a member of M3 Ein Sof LLC and has sole voting and investment power with respect to the shares held by M3 Ein Sof LLC. Mr. Auerbach serves as General Partner of Murphy Ofutt Common, LLC, a multi-member limited liability company. Mr. Auerbach has sole voting and investment power with respect to the shares held by Murphy Ofutt Common, LLC Mr. Auerbach serves as General Partner of Murphy Ofutt, LLC, a multi-member limited liability company. Mr. Auerbach has sole voting and investment power with respect to the shares held by Murphy Ofutt, LLC. Each RSU represents a contingent right to receive one share of the Issuer's Class 2 Common Stock. The RSUs shall vest at the rate of 25% of the RSUs on the twelve (12) month anniversary of April 1, 2018 (the "Vesting Date"), and the remaining RSUs will vest quarterly thereafter at the rate of 6.25% of the total number of RSUs 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 RSUs shall be fully vested on the four-year anniversary of the Vesting Date. /s/ Sandra Dennis, Attorney-in-fact 2020-10-05