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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  McGrath Kevin Francis
2. Date of Event Requiring Statement (Month/Day/Year)
05/08/2021
3. Issuer Name and Ticker or Trading Symbol
Lowell Farms Inc. [LOWLF]
(Last)
(First)
(Middle)
C/O LOWELL FARMS INC., 19 QUAIL RUN CIRCLE, SUITE B
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 Original Filed(Month/Day/Year)
(Street)

SALINAS, CA 93907
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 688,000
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units   (1)   (1) Subordinate Voting Shares 75,000 $ (2) D  
Convertible Debenture of Indus Holding Company 07/01/2020 10/13/2023 Subordinate Voting Shares (3) 5,015,984 (4) $ 0.2 D  
Warrants (right to buy) 07/01/2020 10/13/2023 Subordinate Voting Shares 5,015,984 $ 0.28 D  
Warrants (right to buy) 12/21/2020 12/21/2023 Subordinate Voting Shares 135,000 $ 1.81 (5) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
McGrath Kevin Francis
C/O LOWELL FARMS INC.
19 QUAIL RUN CIRCLE, SUITE B
SALINAS, CA 93907
  X      

Signatures

/s/ Kevin McGrath 05/10/2021
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The restricted stock units vest on December 31, 2021.
(2) Each restricted stock unit represents a contingent right to receive one Subordinate Voting Share on the vesting date.
(3) The principal amount of the Convertible Debenture is convertible into Class C Common Shares of Indus Holding Company ("Class C Common Shares"). Class C Common Shares may be redeemed at the option of the holder for Subordinate Voting Shares of the issuer on a one-for-one basis in accordance with the certificate of incorporation of Indus Holding Company. Class C Common Shares may be redeemed at any time and have no expiration date.
(4) Interest accrues on the Convertible Debenture and is payable quarterly in arrears; any accrued and unpaid interest at the time of conversion of the Convertible Debenture is convertible into additional Class C Common Shares at $0.20 per share.
(5) The exercise price was converted from $2.20 CAD using the closing rate of exchange of the Bank of Canada on May 7, 2021. The actual exercise price is the Canadian dollar amount regardless of the exchange rate on the date of exercise.

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