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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (2) | 01/01/2022 | M | 33,333 | (3) | (3) | Subordinate Voting Shares | 33,333 | $ 0 | 66,667 | D | ||||
Stock options (right to buy) | $ 0.85 | (4) | 01/01/2026 | Subordinate Voting Shares | 50,000 | 50,000 | D | ||||||||
Stock options (right to buy) | $ 0.346 | (5) | 04/15/2026 | Subordinate Voting Shares | 500,000 | 500,000 | D | ||||||||
Class B Common Shares of Indus Holding Company | (6) | (6) | (6) | Subordinate Voting Shares | 1,019,765 | 1,019,765 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Ainsworth Mark L C/O LOWELL FARMS INC. 19 QUAIL RUN CIRCLE, SUITE B SALINAS, CA 93907 |
X | Chief Executive Officer |
/s/ Mark Ainsworth | 01/04/2022 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | No shares were sold by the Reporting Person. These shares were withheld by the Issuer to fund tax liability attributable to the vesting and settlement of the Restricted Stock Units ("RSUs") reported on this Form 4. These RSUs vested and were settled on January 1, 2022 as originally scheduled, and there were no related discretionary transactions or open market sales |
(2) | Each RSU represents a contingent right to receive one Subordinate Voting Share on the vesting date. |
(3) | The RSUs vest in three equal annual installments beginning on January 1, 2022. |
(4) | 50% of the options were vested and exercisable as of the date of this Form 4. The remainder of the options vest and become exercisable in two equal annual installments beginning on January 1, 2023. |
(5) | 25% of the options were vested and exercisable as of May 10, 2021. The remainder of the options vest and become exercisable in three equal annual installments beginning on April 15, 2022. |
(6) | Class B Common Shares of Indus Holding Company may be redeemed at the option of the holder for Subordinate Voting Shares of the issuer on a one-for-one basis or, at the option of Indus Holding Company, for the cash equivalent of such Subordinate Voting Shares, as determined in accordance with the certificate of incorporation of Indus Holding Company. Class B Common Shares may be redeemed at any time and have no expiration date. |