Statement of Changes in Beneficial Ownership (4)
06 October 2021 - 7:43AM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
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JACOBSON JEFFREY DAVID |
2. Issuer Name and Ticker or Trading Symbol
Cronos Group Inc.
[
CRON
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) See Remarks |
(Last)
(First)
(Middle)
111 PETER STREET, SUITE 300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/1/2021 |
(Street)
TORONTO, A6 M5V 2H1
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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COMMON SHARES | 10/1/2021 | | M(1) | | 120000 | A | $0.97 (2) | 120000 | D | |
COMMON SHARES | 10/1/2021 | | F(3) | | 40814 | D | $5.6385 (4) | 79186 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
COMMON SHARE OPTION (right to buy) | $0.97 (2) | 10/1/2021 | | M (1) | | | 120000 | (5) | 10/6/2021 | COMMON SHARES | 120000.0 | $0 | 0 | D | |
Explanation of Responses: |
(1) | The acquisition of common shares of Cronos Group Inc. (the "Company") from the exercise of options held by the reporting person as reported on this Form 4 were effected pursuant to irrevocable written instructions issued by the reporting person to the Company on March 4, 2021 and designed to comply with Rule 10b5-1(c) (the "Irrevocable Instructions"). Such options were scheduled to expire on October 6, 2021. |
(2) | The price reported was converted from the Canadian exercise price of C$1.23 to U.S. dollars using an exchange rate of C$1.00 to US$0.7886 as reported by Bloomberg as of September 30, 2021. |
(3) | Represents common shares withheld, pursuant to the Irrevocable Instructions, to pay the exercise price and applicable withholding taxes, using the closing price of the Company's common shares on September 30, 2021 of C$7.15 as reported on the Toronto Stock Exchange. |
(4) | The price reported is in U.S. dollars based on the exchange rate of C$1.00 to US$0.7886 as reported by Bloomberg as of September 30, 2021. |
(5) | The options were granted October 6, 2016 and vested in monthly installments over a four-year period. |
Remarks: General Manager, Canada and Europe |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
JACOBSON JEFFREY DAVID 111 PETER STREET, SUITE 300 TORONTO, A6 M5V 2H1 |
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| See Remarks |
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Signatures
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/s/ Eileen Uy, as attorney-in-fact for Jeffrey D. Jacobson | | 10/5/2021 |
**Signature of Reporting Person | Date |
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