SEC FORM 3

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^*

Barnard Mark Neal

(Last)

(First)

(Middle)

1155 W. RIO SALADO PARKWAY, SUITE 201

(Street)

TEMPE

85281

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/04/2021

3. Issuer Name and Ticker or Trading Symbol
HARVEST HEALTH & RECREATION INC. [ HRVSF ]

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

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

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)
Subordinate Voting Shares	216,650	D
Subordinate Voting Shares	56,800⁽¹⁾	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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Stock Options	⁽²⁾	11/14/2028	Subordinate Voting Shares	150,000	$6.55	D
Stock Options	⁽³⁾	03/13/2029	Subordinate Voting Shares	150,000	$10.2⁽⁴⁾	D
Stock Options	⁽⁵⁾	02/03/2030	Subordinate Voting Shares	75,000	$4.05⁽⁴⁾	D
Restricted Stock Units	⁽⁶⁾	⁽⁶⁾	Subordinate Voting Shares	69,447	$2.75⁽⁴⁾	D

Explanation of Responses:

1. Shares held by reporting person in joint account with spouse.

2. The stock options were granted on November 14, 2018 and vest in four equal annual installments beginning on November 14, 2019.

3. The stock options were granted on March 13, 2019 and vest in four equal annual installments beginning on March 13, 2020.

4. Exercise price is denominated and reported in Canadian dollars.

5. The stock options were granted on February 3, 2020 and vest in four equal annual installments beginning on March 13, 2020.

6. The restricted stock units were granted on December 31, 2020 and vest 100% on 12/31/2021. Each RSU represents a contingent right to receive one Subordinate Voting Share of the Issuer.

	/s/ Allison McBride, Attorney-in-fact	01/04/2021
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.