Statement of Changes in Beneficial Ownership (4)
December 27 2021 - 4:23PM
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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3235-0287
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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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Doherty James A III |
2. Issuer Name and Ticker or Trading Symbol
Acreage Holdings, Inc.
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ACRG.A.U
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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)
General Counsel |
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(Last)
(First)
(Middle)
450 LEXINGTON AVENUE, #3308 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/23/2021 |
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(Street)
NEW YORK, NY 10163
(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 Stock - Class E Subordinate Voting Shares | 12/23/2021 | | S(1) | | 1402 | D | $1.81 | 821894 | D | |
| Common Stock - Class D Subordinate Voting Shares | 12/23/2021 | | S(1) | | 644 | D | $1.2671 | 333073 | 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 |
| Stock Option (Right to Buy) | $2.05 | | | | | | | (2) | 12/31/2025 | Common Stock - Class D Subordinate Voting Shares | 279513 | | 279513 | D | |
| Common Units of High Street Capital Partners, LLC | (3) | | | | | | | (3) | (3) | See Footnote (3) | 210373 | | 210373 | D | |
| Explanation of Responses: |
| (1) | Shares sold to pay taxes applicable to vesting of restricted stock units. |
| (2) | Options are immediately exercisable. |
| (3) | These Units are convertible into 0.7 of a Class E subordinate voting share and 0.3 of a Class D subordinate voting share or the cash equivalent thereof at the option of Acreage Holdings, Inc. as set forth in the High Street Capital Partners, LLC Third Amended and Restated Operating Agreement. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Doherty James A III
450 LEXINGTON AVENUE, #3308
NEW YORK, NY 10163 |
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| General Counsel |
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Signatures
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| /s/ Jessica S. Lochmann, Attorney-in-Fact for James A. Doherty III | | 12/28/2021 |
| **Signature of Reporting Person | Date |