Tilray Brands (TLRY) director logs RSU vesting, tax withholding and new grant

Q: What equity transactions did Tilray (TLRY) director Renah Persofsky report on July 29, 2026?

Renah Persofsky reported 43,104 RSUs vesting into common stock , with 21,552 shares withheld to cover taxes, and received 62,657 new restricted stock units . These entries reflect compensation-related equity movements rather than open-market purchases or sales.

Q: How many Tilray (TLRY) RSUs vested for Renah Persofsky and what did she receive?

On July 29, 2026, 43,104 restricted stock units vested , each delivering one share of Tilray common stock . This produced 43,104 shares before tax withholding, as the RSUs represent a contingent right to receive an equal number of common shares.

Q: Were any Tilray (TLRY) shares sold on the open market in this Form 4?

No open-market sales are reported. Instead, 21,552 shares of common stock were withheld by Tilray at $3.99 per share to satisfy tax withholding obligations linked to the RSU vesting, an internal tax settlement rather than a market transaction.

Q: What new Tilray (TLRY) RSU grant did Renah Persofsky receive and how does it vest?

Persofsky received 62,657 new restricted stock units , each for one Tilray common share. These RSUs vest one year from the grant date , subject to continuous service, with accelerated vesting solely upon death or disability and forfeiture upon voluntary resignation before vesting.

Q: How does Tilray’s reverse stock split affect the figures in this Tilray (TLRY) Form 4?

All RSU and share figures are adjusted for Tilray’s 1-for-10 reverse stock split effective December 2, 2025. The company states that all RSU and listed security amounts in this report reflect the reverse split, so counts shown are on a post-split basis.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Tilray Brands director Renah Persofsky reported equity-based compensation changes on July 29, 2026. 43,104 restricted stock units vested and converted into the same number of common shares; 21,552 of those shares were withheld by the company at $3.99 per share to satisfy related tax obligations.

On the same date, Persofsky received a grant of 62,657 new restricted stock units, each representing one share of Tilray common stock, scheduled to vest one year from grant subject to continuous service, with accelerated vesting solely upon death or disability. All amounts reflect Tilray’s 1-for-10 reverse stock split effective December 2, 2025.

Insider Trade Summary

Net Buyer: 21,552 shares

Net Buy 4 txns

Insider Persofsky Renah

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units ^{F5, F2, F6}	43,104	$0.00	$0.00
Grant/Award	Restricted Stock Units ^F5	62,657	$0.00	$0.00
Exercise	Common Stock ^{F1, F2, F3}	43,104	$0.00	$0.00
Tax Withholding	Common Stock ^{F4, F3}	21,552	$3.99	$86K

Holdings After Transaction: Restricted Stock Units — 62,657 shares (Direct); Common Stock — 155,357 shares (Direct)

Footnotes (6)

F1. On July 29, 2026, a total of 43,104 restricted stock units ("RSUs") vested. Each RSU represents a contingent right to receive one (1) share of Tilray Common Stock.
F2. Effective December 2, 2025, Tilray implemented a 1-for-10 reverse stock split (the "Reverse Stock Split") of its outstanding shares of Common Stock. All RSUs and listed securities amounts have been adjusted to reflect the Reverse Stock Split.
F3. Amount includes shares of Common Stock beneficially owned by the reporting person, but excludes other unvested RSUs.
F4. Represents shares withheld by the Company to satisfy the tax withholding obligation associated with the vesting of 43,104 LTIP RSUs previously granted on July 30, 2025
F5. Each restricted stock unit represents a contingent right to receive one (1) share of Tilray Common Stock.
F6. Subject to the reporting person's continuous service, the restricted stock units shall vest one year from the date of grant, with accelerated vesting solely upon death or disability prior to such date. In the event of a voluntary resignation by the reporting person prior to the vesting date, all restricted stock units will be forfeited.

Key Figures

RSUs vested: 43,104 RSUs Shares withheld for taxes: 21,552 shares at $3.99 New RSU grant: 62,657 RSUs +1 more

4 metrics

RSUs vested 43,104 RSUs Restricted stock units vesting on July 29, 2026

Shares withheld for taxes 21,552 shares at $3.99 Common shares withheld to satisfy tax obligations on July 29, 2026

New RSU grant 62,657 RSUs Restricted stock units granted on July 29, 2026

Common shares from RSU vesting 43,104 shares Common stock acquired upon RSU conversion on July 29, 2026

Key Terms

Restricted Stock Units, 1-for-10 reverse stock split, tax withholding obligation, continuous service

4 terms

Restricted Stock Units financial

"A total of 43,104 restricted stock units vested. Each unit represents one Tilray share."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

1-for-10 reverse stock split financial

"Tilray implemented a 1-for-10 reverse stock split of its outstanding shares of Common Stock."

tax withholding obligation financial

"Represents shares withheld by the Company to satisfy the tax withholding obligation associated with the vesting."

continuous service financial

"RSUs shall vest one year from the date of grant, subject to the reporting person's continuous service."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/30/2026 - 04:27 PM Accepted by SEC EDGAR 07/30/2026 - 04:26 PM

FAQ

What equity transactions did Tilray (TLRY) director Renah Persofsky report on July 29, 2026?

Renah Persofsky reported 43,104 RSUs vesting into common stock, with 21,552 shares withheld to cover taxes, and received 62,657 new restricted stock units. These entries reflect compensation-related equity movements rather than open-market purchases or sales.

How many Tilray (TLRY) RSUs vested for Renah Persofsky and what did she receive?

On July 29, 2026, 43,104 restricted stock units vested, each delivering one share of Tilray common stock. This produced 43,104 shares before tax withholding, as the RSUs represent a contingent right to receive an equal number of common shares.

Were any Tilray (TLRY) shares sold on the open market in this Form 4?

No open-market sales are reported. Instead, 21,552 shares of common stock were withheld by Tilray at $3.99 per share to satisfy tax withholding obligations linked to the RSU vesting, an internal tax settlement rather than a market transaction.

What new Tilray (TLRY) RSU grant did Renah Persofsky receive and how does it vest?

Persofsky received 62,657 new restricted stock units, each for one Tilray common share. These RSUs vest one year from the grant date, subject to continuous service, with accelerated vesting solely upon death or disability and forfeiture upon voluntary resignation before vesting.

How does Tilray’s reverse stock split affect the figures in this Tilray (TLRY) Form 4?

All RSU and share figures are adjusted for Tilray’s 1-for-10 reverse stock split effective December 2, 2025. The company states that all RSU and listed security amounts in this report reflect the reverse split, so counts shown are on a post-split basis.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Persofsky Renah

(Last)

(First)

(Middle)

C/O TILRAY BRANDS, INC.

265 TALBOT STREET WEST

(Street)

LEAMINGTON

N8H 4H3

(City)

(State)

(Zip)

ONTARIO, CANADA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Tilray Brands, Inc. [ TLRY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/29/2026		M		43,104⁽¹⁾⁽²⁾	A	$0.00	176,909⁽²⁾⁽³⁾	D
Common Stock	07/29/2026		F		21,552⁽⁴⁾	D	$3.99	155,357⁽³⁾	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁵⁾	07/29/2026		M			43,104⁽²⁾	⁽⁶⁾	⁽⁶⁾	Common Stock	43,104⁽²⁾	$0.00	0	D
Restricted Stock Units	⁽⁵⁾	07/29/2026		A		62,657		⁽⁵⁾	⁽⁵⁾	Common Stock	62,657	$0.00	62,657	D

Explanation of Responses:

1. On July 29, 2026, a total of 43,104 restricted stock units ("RSUs") vested. Each RSU represents a contingent right to receive one (1) share of Tilray Common Stock.

2. Effective December 2, 2025, Tilray implemented a 1-for-10 reverse stock split (the "Reverse Stock Split") of its outstanding shares of Common Stock. All RSUs and listed securities amounts have been adjusted to reflect the Reverse Stock Split.

3. Amount includes shares of Common Stock beneficially owned by the reporting person, but excludes other unvested RSUs.

4. Represents shares withheld by the Company to satisfy the tax withholding obligation associated with the vesting of 43,104 LTIP RSUs previously granted on July 30, 2025

5. Each restricted stock unit represents a contingent right to receive one (1) share of Tilray Common Stock.

6. Subject to the reporting person's continuous service, the restricted stock units shall vest one year from the date of grant, with accelerated vesting solely upon death or disability prior to such date. In the event of a voluntary resignation by the reporting person prior to the vesting date, all restricted stock units will be forfeited.

	/s/ Carl A. Merton, as Attorney-in-Fact	07/30/2026
	** Signature of Reporting Person	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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR