Sec Form 4 Filing - ALTRIA GROUP, INC. @ Cronos Group Inc. - 2022-12-16

FORM 4 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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person ALTRIA GROUP, INC. 2. Issuer Name and Ticker or Trading Symbol Cronos Group Inc. [ CRON] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 6601 W BROAD ST, 3. Date of Earliest Transaction (MM/DD/YY) 12/16/2022 (Street) RICHMOND, VA23230 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common shares, no par value ("Common Shares") 156,573,537 I See Footnote( 1 )( 2 )( 3 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Warrant (right to buy) $ 19( 4 ) 12/16/2022 J( 5 ) 1 03/08/2019 03/08/2023 Common Stock 84,243,223 $ 0( 5 ) 0 I See Footnote( 1 )( 2 )( 6 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other ALTRIA GROUP, INC. 6601 W BROAD ST RICHMOND, VA23230 X Altria Summit LLC C/O ALTRIA GROUP, INC. 6601 W BROAD ST RICHMOND, VA23230 X Maple Holdco (Bermuda) Ltd. C/O ALTRIA GROUP, INC. 6601 W BROAD ST RICHMOND, VA23230 X Maple Acquireco (Canada) ULC C/O ALTRIA GROUP, INC. 6601 W BROAD ST RICHMOND, VA23230 X Signatures Altria Group, Inc., By: /s/ W. Hildebrandt Surgner, Jr., Vice President, Corporate Secretary and Associate General Counsel 12/19/2022 Signature of Reporting Person Date Altria Summit LLC, By: /s/ Mary C. Bigelow, Vice President and Secretary 12/19/2022 Signature of Reporting Person Date Maple Holdco (Bermuda) Ltd., By: /s/ David A. Wise, President 12/19/2022 Signature of Reporting Person Date Maple Acquireco (Canada) ULC, By: /s/ Mary C. Bigelow, Secretary 12/19/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Altria Group, Inc., a corporation organized under the laws of the Commonwealth of Virginia ("Altria"); (ii) Altria Summit LLC, a limited liability company organized and existing under the laws of the Commonwealth of Virginia ("Altria Summit"); (iii) Maple Holdco (Bermuda) Ltd., a company organized under the laws of Bermuda ("Bermuda Holdco"); and (iv) Maple Acquireco (Canada) ULC, an unlimited liability company organized under the laws of the province of British Columbia, Canada ("Acquireco"). ( 2 )Acquireco is wholly owned by Bermuda Holdco, which is wholly owned by Altria Summit, which is wholly owned by Altria. Altria Summit is a manager-managed limited liability company and Altria is its sole member. ( 3 )Reflects 156,573,537 Common Shares of the Issuer directly held by Acquireco. ( 4 )The exercise price is expressed in Canadian dollars. ( 5 )On December 16, 2022, Altria Summit notified the Issuer of its irrevocable abandonment of the Warrant and of any and all rights that it may have held in the Warrant or any Common Shares underlying the Warrant for no consideration and returned to the Issuer the certificate evidencing the Warrant. Following such abandonment, each of Altria and Altria Summit disclaim any beneficial ownership of the 84,243,223 Common Shares which, as of December 14, 2022, based on information provided by the Issuer, were issuable upon the exercise in full of the Warrant, and this report shall not be deemed an admission that a Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. ( 6 )Reflects a warrant (the "Warrant") to purchase up to 84,243,223 shares of common stock, no par value, of the Issuer ("Common Shares") directly held by Altria Summit. The Warrant was issued on March 8, 2019 and, at the time of issuance, provided Altria Summit the right to purchase up to an additional 73,990,693 Common Shares at an exercise price of CAD$19.00 per Common Share, subject to customary anti-dilution adjustments.

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