Sec Form 4 Filing - Shure Brian @ Lowell Farms Inc. - 2022-01-01

Insider filing report for Changes in Beneficial Ownership
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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
Shure Brian
2. Issuer Name and Ticker or Trading Symbol
Lowell Farms Inc. [ LOWLF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
C/O LOWELL FARMS INC., 19 QUAIL RUN CIRCLE, SUITE B
3. Date of Earliest Transaction (MM/DD/YY)
01/01/2022
(Street)
SALINAS, CA93907
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
Subordinate Voting Shares 01/01/2022 M 25,000 A $ 0 59,776 D
Subordinate Voting Shares 1,882,000 I see footnote( 1 )
Subordinate Voting Shares 824,000 I see footnote( 2 )
Subordinate Voting Shares 184,800 I see footnote( 3 )
Subordinate Voting Shares 300,000 I see footnote( 4 )
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
Restricted Stock Units ( 5 ) 01/01/2022 M 25,000 ( 6 ) ( 6 ) Subordinate Voting Shares 25,000 $ 0 50,000 D
Options $ 1.35 ( 7 ) 11/09/2026 Subordinate Voting Shares 300,000 300,000 D
Warrants (right to buy) $ 1.81( 8 ) 12/21/2020 12/21/2023 Subordinate Voting Shares 91,000 91,000 I see footnote( 1 )
Warrants (right to buy) $ 1.4 08/30/2021 08/30/2024 Subordinate Voting Shares 850,000 850,000 I see footnote( 1 )
Warrants (right to buy) $ 1.4 08/30/2021 08/30/2024 Subordinate Voting Shares 200,000 200,000 I see footnote( 2 )
Warrants (right to buy) $ 1.4 08/30/2021 08/30/2024 Subordinate Voting Shares 50,000 50,000 I see footnote( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Shure Brian
C/O LOWELL FARMS INC.
19 QUAIL RUN CIRCLE, SUITE B
SALINAS, CA93907
X Chief Financial Officer
Signatures
/s/ Brian K. Shure 01/04/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Held by Ambrose Capital Holdings, LP. Mr. Shure is the President of Ambrose Capital Partners, LLC, which is the general partner of Ambrose Capital Holdings, LP. Mr. Shure disclaims beneficial ownership of the securities held by Ambrose Capital Holdings, LP except to the extent of his pecuniary interest therein.
( 2 )Held by AMTG Holdings, LLLP. Mr. Shure is the President of AMTG Management, Inc., which is the general partner of AMTG Holdings, LLLP. The shares reflected in Table I have been adjusted to reflect shares that were inadvertently omitted from Mr. Shure's Form 3. Mr. Shure disclaims beneficial ownership of the securities held by AMTG Holdings, LLLP except to the extent of his pecuniary interest therein.
( 3 )Held by HSK Holdings, LLC. Mr. Shure is the Managing Member of HSK Holdings, LLC. The shares reflected in Table I have been adjusted to reflect shares that were inadvertently omitted from Mr. Shure's Form 3. Mr. Shure disclaims beneficial ownership of the securities held by HSK Holdings, LLC except to the extent of his pecuniary interest therein.
( 4 )Held by the Brian K. Shure Charitable Lead Annuity Trust, of which the reporting person is the trustee and of which the reporting person's three children are the beneficiaries.
( 5 )Each Restricted Stock Unit ("RSU") represents a contingent right to receive one Subordinate Voting Share on the vesting date.
( 6 )The RSUs vest in three equal annual installments beginning on January 1, 2022.
( 7 )112,500 of the options were vested and exercisable as of November 9, 2021. The remaining options vest and become exercisable in three equal annual installments beginning on November 9, 2022.
( 8 )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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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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