Sec Form 3 Filing - HYDER ZEESHAN @ MedMen Enterprises, Inc. - 2020-10-23

FORM 3 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 HYDER ZEESHAN 2. Issuer Name and Ticker or Trading Symbol MedMen Enterprises, Inc. [ MMNFF] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CFO (Last) (First) (Middle) 10115 JEFFERSON BOULEVARD 3. Date of Earliest Transaction (MM/DD/YY) 10/23/2020 (Street) CULVER CITY, CA90232 4. If Amendment, Date Original Filed (MM/DD/YY) 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 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

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 Redeemable Shares ( 1 ) $ 0 ( 2 ) ( 3 ) Class B Subordinate Voting Shares ( 1 ) 111,445 D Employee Stock Options (right to buy) ( 4 ) $ 5.25 ( 6 ) 05/29/2018( 5 ) 05/29/2028 Class B Subordinate Voting Shares 181,162 D Restricted Stock Units ( 7 ) $ 0 ( 8 ) ( 3 ) Class B Subordinate Voting Shares 173,656 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other HYDER ZEESHAN 10115 JEFFERSON BOULEVARD CULVER CITY, CA90232 CFO Signatures /s/ Zeeshan Hyder 10/23/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Redeemable shares ("Redeemable Shares") consist of Class B common shares of MM Can USA, Inc., a California corporation ("MedMen Corp"). Issuer is the sole shareholder of MedMen Corp. Holders of Redeemable Shares are entitled to exchange or redeem each of their Redeemable Shares for one share of Issuer's Class B subordinate voting shares ("Subordinate Voting Shares") or cash, at the election of MedMen Corp, pursuant to terms specified in the articles of incorporation of MedMen Corp. ( 2 )Redeemable Shares vest equally over a 12-month period starting November 25, 2019, and will be 100% vested on October 25, 2020. ( 3 )Not applicable. ( 4 )Employee stock options (right to buy) ("Options") granted May 29, 2018, pursuant to Issuer's 2018 Stock and Incentive Plan (the "Incentive Plan"). ( 5 )One-quarter of the Options vested and became exercisable on the grant date. Thereafter, the Options vest and become exercisable on each successive monthly anniversary of the grant date. ( 6 )Such exercise price is in Canadian dollars. ( 7 )Restricted stock units ("RSU") granted July 30, 2019, pursuant to Issuer's Incentive Plan. Each RSU represents the right to receive one Class B Subordinate Voting Share of Issuer, subject to vesting and the terms of the Incentive Plan. ( 8 )RSUs vest 100% on the second anniversary of the grant date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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