0001171843-23-004905.txt : 20230802 0001171843-23-004905.hdr.sgml : 20230802 20230802163146 ACCESSION NUMBER: 0001171843-23-004905 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230731 FILED AS OF DATE: 20230802 DATE AS OF CHANGE: 20230802 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SIMON IRWIN D CENTRAL INDEX KEY: 0000922748 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38594 FILM NUMBER: 231136245 MAIL ADDRESS: STREET 1: C/O THE HAIN CELESTIAL GROUP INC. STREET 2: 1111 MARCUS AVENUE CITY: LAKE SUCCESS STATE: NY ZIP: 11042 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tilray Brands, Inc. CENTRAL INDEX KEY: 0001731348 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] IRS NUMBER: 824310622 FISCAL YEAR END: 0531 BUSINESS ADDRESS: STREET 1: 655 MADISON AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10065 BUSINESS PHONE: 519.322.8800 MAIL ADDRESS: STREET 1: 655 MADISON AVENUE STREET 2: 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10065 FORMER COMPANY: FORMER CONFORMED NAME: Tilray, Inc. DATE OF NAME CHANGE: 20180213 4 1 ownership.xml X0508 4 2023-07-31 0 0001731348 Tilray Brands, Inc. TLRY 0000922748 SIMON IRWIN D C/O TILRAY BRANDS, INC. 265 TALBOT STREET WEST LEAMINGTON A6 N8H 4H3 ONTARIO, CANADA 0 1 0 0 President and CEO 0 Common Stock 2023-07-31 4 M 0 1412428 2.53 A 2760452 D Common Stock 2023-07-31 4 F 0 781094 2.53 D 1979358 D Performance-Based Restricted Stock Units ("2022 PSUs") 2023-07-31 4 M 0 706214 0 D Common Stock 706214 706214 D On July 26, 2022, the reporting person was granted 1,412,428 of 2022 PSUs, with vesting subject to the achievement of certain pre-established performance targets for aggregate EBITDA generated from the HEXO transaction over the one (1) year performance period following the HEXO closing date. The underlying performance condition was satisfied, and an amount equal to 50% of these 2022 PSUs vested on July 31, 2023. The remaining 2022 PSUs will vest as follows - 25% will vest on July 31, 2024, and 25% will vest on July 31, 2025, in each case subject to continued employment through the applicable vesting date. Amount includes shares of Common Stock beneficially owned by the reporting person but excludes other unvested PSUs. Represents shares withheld by the Company to satisfy the tax withholding obligations associated with the vesting of 1,412,428 previously granted on July 26, 2022. Each 2022 PSU represents a contingent right to receive up to two (2) shares of Tilray Common Stock depending upon the target level achieved with respect to the pre-established performance parameters relating to the HEXO transaction. /s/ Carl A. Merton, as Attorney-in-Fact for Irwin D. Simon 2023-08-02