X0306 4 2021-01-11 0 0001776932 MedMen Enterprises, Inc. MMNFF 0001796617 Gotham Green Partners LLC 1437 4TH STREET SANTA MONICA CA 90401 0 0 1 0 Convertible Note 0.26 2021-01-11 4 H 0 5520958 D 2021-09-14 2022-04-23 Class B Subordinate Voting Shares 5520958 0 I By Gotham Green Fund II LP. Convertible Note 0.1529 2021-01-11 4 J 0 9067102 A 2021-07-02 2022-04-23 Class B Subordinate Voting Shares 9067102 9067102 I By Gotham Green Fund II LP. Convertible Note 0.34 2021-01-11 4 H 0 11211853 D 2021-09-14 2022-04-23 Class B Subordinate Voting Shares 11211853 0 I By Gotham Green Fund II LP. Convertible Note 0.34 2021-01-11 4 J 0 10711336 A 2021-07-02 2022-04-23 Class B Subordinate Voting Shares 10711336 10711336 I By Gotham Green Fund II LP. Convertible Note 0.20 2021-01-11 4 H 0 1832707 D 2021-09-14 2022-04-23 Class B Subordinate Voting Shares 1832707 0 I By Gotham Green Fund II LP. Convertible Note 0.1529 2021-01-11 4 J 0 2290244 A 2021-07-02 2022-04-23 Class B Subordinate Voting Shares 2290244 2290244 I By Gotham Green Fund II LP. Convertible Note 2.55 2021-01-11 4 H 0 462860 D 2021-09-14 2022-04-23 Class B Subordinate Voting Shares 462860 0 I By Gotham Green Fund II LP. Convertible Note 2.17 2021-01-11 4 H 0 133831 D 2021-09-14 2022-04-23 Class B Subordinate Voting Shares 133831 0 I By Gotham Green Fund II LP. Convertible Note 0.778 2021-01-11 4 H 0 475056 D 2021-09-14 2022-04-23 Class B Subordinate Voting Shares 475056 0 I By Gotham Green Fund II LP. Convertible Note 1.28 2021-01-11 4 H 0 165867 D 2021-09-14 2022-04-23 Class B Subordinate Voting Shares 165867 0 I By Gotham Green Fund II LP. Convertible Note 0.17 2021-01-11 4 J 0 11535284 A 2021-07-02 2022-04-23 Class B Subordinate Voting Shares 11535284 11535284 I By Gotham Green Fund II LP. Convertible Note 0.20 2021-01-11 4 H 0 92823 D 2020-09-14 2022-04-23 Class B Subordinate Voting Shares 92823 0 I By Gotham Green Fund II LP. Convertible Note 0.1529 2021-01-11 4 J 0 112595 A 2020-09-14 2022-04-23 Class B Subordinate Voting Shares 112595 112595 I BBy Gotham Green Fund II LP. Convertible Note 0.1529 2021-01-11 4 J 0 55334 A 2021-07-02 2022-04-23 Class B Subordinate Voting Shares 55334 55334 I By Gotham Green Fund II LP. Convertible Note 2.55 2021-01-11 4 H 0 13247 D 2019-04-23 2022-04-23 Class B Subordinate Voting Shares 13247 0 I By Gotham Green Fund II LP. Convertible Note 2.55 2021-01-11 4 H 0 10196 D 2019-05-22 2022-04-23 Class B Subordinate Voting Shares 10196 0 I By Gotham Green Fund II LP. Convertible Note 2.17 2021-01-11 4 H 0 6779 D 2019-07-12 2022-04-23 Class B Subordinate Voting Shares 6779 0 I By Gotham Green Fund II LP. Convertible Note 0.778 2021-01-11 4 H 0 24061 D 2019-11-27 2022-04-23 Class B Subordinate Voting Shares 24061 0 I By Gotham Green Fund II LP. As disclosed in a Current Report on Form 8-K filed by MedMen Enterprises Inc. (the "Issuer") on January 15, 2021, pursuant to a Third Amended and Restated Securities Purchase Agreement dated January 11, 2021 (the "Amended Facility"), the Reporting Person and its affiliates were issued additional Convertible Notes in an aggregate principal amount of $10.0 million with a conversion price of $0.1608 per share and an aggregate of 62,174,567 share purchase warrants with an exercise price of $0.1608 per share. Furthermore, the conversion prices and exercisability dates of certain Convertible Notes were amended, conversion prices of certain Convertible Notes were adjusted pursuant to existing down round adjustment provisions, and portions of certain warrants were cancelled. Pursuant to the Amended Facility, the exercisable date of all or a portion, as applicable, of this Convertible Note was amended, which may be deemed a cancellation of the Convertible Note and an issuance of a new Convertible Note for the purpose of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The conversion price of this Convertible Note was also adjusted pursuant to existing down round adjustment provisions. Not applicable. Gotham Green Partners LLC is the SEC registered investment adviser to the Gotham funds. Gotham Green GP 1 LLC is the general partner of Gotham Green Fund 1, LP and Gotham Green Fund 1 (Q) LP. Gotham Green GP 2 LLC is the general partner to Gotham Green Fund II LP and Gotham Green Fund II (Q) LP. Gotham Green Partners SPV IV GP, LLC is the general partner of Gotham Green Partners SPV IV, L.P., and Gotham Green Partners SPV VI GP, LLC is the general partner of Gotham Green Partners SPV VI, L.P. See footnote 4. See footnote 1. This Convertible Note may be deemed issued for purpose of Section 16 pursuant to the Amended Facility upon amendment of the exercisable date of all or a portion, as applicable, of the original Convertible Note. The conversion price of this Convertible Note was also adjusted pursuant to existing down round adjustment provisions. See also footnote 1. Shares reported reflect amount as of January 11, 2021, plus adjustment to the conversion price. Pursuant to the Amended Facility, the exercisable date of all or a portion, as applicable, of this Convertible Note was amended, which may be deemed a cancellation of the Convertible Note and an issuance of a new Convertible Note for the purpose of Section 16. This Convertible Note may be deemed issued for the purpose of Section 16 pursuant to the Amended Facility upon amendment of the exercisable date of all or a portion, as applicable, of the original Convertible Note. See also footnote 1. Shares reported reflect amount as of January 11, 2021. Pursuant to the Amended Facility, the conversion price and exercisable date of all or a portion, as applicable, of this Convertible Note were amended, which may be deemed a cancellation of the Convertible Note and an issuance of a new Convertible Note for the purpose of Section 16. This Convertible Note may be deemed issued for the purpose of Section 16 pursuant to the Amended Facility upon amendment of the conversion price and exercisable date of all or a portion, as applicable, of the original Convertible Note. See also footnote 1. Shares reported reflect amount as of January 11, 2021, plus amendment to the conversion price. Only the conversion price of the original Convertible Note was adjusted pursuant to existing down adjustment round provisions. All other terms remain the same. See also footnote 1. Shares reported reflect amount as of January 11, 2021, plus adjustment to the conversion price. This is one of nine Form 4s filed on February 12, 2021. /s/ Jason Adler, Managing Member 2020-02-12