SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Vedadi Touraj Jason

(Last)

(First)

(Middle)

1155 W. RIO SALADO PARKWAY, SUITE 201

(Street)

TEMPE

85281

(City)

(State)

(Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2021

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Multiple Voting Shares	02/09/2021	02/09/2021	D		2,545⁽¹⁾	D	$3.93⁽²⁾	33,446	I	By: Concinnity, LLC
Multiple Voting Shares								178,239	I	By: Karma Capital, LLC
Multiple Voting Shares								2,312	I	By: Karma Ventures, LLC
Multiple Voting Shares								37,704	I	By: Rectitude, LLC
Multiple Voting Shares								56,835	I	By: Cobra Kai, LLC
Subordinate Voting Shares								153,000	I	By: All Knowing, LLC
Subordinate Voting Shares								7,522,200	I	By: Karma Capital, LLC
Subordinate Voting Shares	01/20/2021	01/20/2021	S		35,000	D	$3.09	8,305,000	I	By: Karma Capital, LLC
Subordinate Voting Shares	01/29/2021	01/29/2021	S		128,000	D	$2.93	8,177,000	I	By: Karma Capital, LLC
Subordinate Voting Shares	02/01/2021	02/01/2021	S		104,500	D	$2.98	8,072,500	I	By: Karma Capital, LLC
Subordinate Voting Shares	02/02/2021	02/02/2021	S		72,500	D	$3.2	8,000,000	I	By: Karma Capital, LLC
Subordinate Voting Shares	02/03/2021	02/03/2021	S		50,000	D	$3.38	7,950,000	I	By: Karma Capital, LLC
Subordinate Voting Shares	02/03/2021	02/03/2021	S		55,000	D	$3.6	7,895,000	I	By: Karma Capital, LLC
Subordinate Voting Shares	02/04/2021	02/04/2021	S		100,000	D	$3.71	7,795,000	I	By: Karma Capital, LLC
Subordinate Voting Shares	02/08/2021	02/08/2021	S		50,000	D	$4	7,745,000	I	By: Karma Capital, LLC
Subordinate Voting Shares	02/09/2021	02/09/2021	S		112,800	D	$4.11	7,632,200	I	By: Karma Capital, LLC
Subordinate Voting Shares	02/10/2021	02/10/2021	S		110,000	D	$4.14	7,522,200	I	By: Karma Capital, LLC

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. On February 9, 2021, the Company cancelled 2,545 Multiple Voting Shares held by Concinnity, LLC, an entity controlled by Mr. Vedadi, in exchange for extinguishing its right of first refusal under the Separation Agreement and General Release, dated March 10, 2020, as amended.

2. The number of Multiple Voting Shares is equal to an aggregate of $1,000,000 Subordinate Voting Shares divided by a Subordinate Voting Share price of $3.93. The Multiple Voting Shares were convertible to Subordinate Voting Shares on a 1:100 basis.

	/s/ Allison McBride, attorney-in-fact	02/11/2021
	** 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 4 (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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