SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Blust Ryan

(Last)

(First)

(Middle)

C/O TRULIEVE CANNABIS CORP.

6749 BEN BOSTIC ROAD

(Street)

QUINCY

32351

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/21/2023

3. Issuer Name and Ticker or Trading Symbol
Trulieve Cannabis Corp. [ TRUL ]

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

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

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

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

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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Subordinate Voting Shares	4,915	D
Subordinate Voting Shares⁽¹⁾	2,930	D
Subordinate Voting Shares⁽²⁾	8,729	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options (Right to Buy)	⁽³⁾	12/31/2027	Subordinate Voting Shares	19,458	$26.88	D
Stock Options (Right to Buy)	⁽⁴⁾	01/03/2025	Subordinate Voting Shares	24,280	$11.52	D
Stock Options (Right to Buy)	⁽⁵⁾	01/04/2026	Subordinate Voting Shares	7,497	$33.42	D
Stock Options (Right to Buy)	⁽⁶⁾	02/24/2029	Subordinate Voting Shares	24,860	$21.48	D

Explanation of Responses:

1. Represents a grant of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one Trulieve Cannabis Corp. subordinate voting share. 50% of the RSUs were vested on December 29, 2022 and the remaining 50% of the RSUs will vest on December 29, 2023.

2. Represents a grant of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one Trulieve Cannabis Corp. subordinate voting share. 50% of the RSUs will vest on December 29, 2023 and the remaining 50% of the RSUs will vest on December 29, 2024.

3. 33.33% of the Subordinate Voting Shares underlying the options were vested on December 1, 2021 and an additional 33.33% of the Subordinate Voting Shares underlying the options vested on December 1, 2022. The remaining 33.33% of the Subordinate Voting Shares underlying the options will vest on December 1, 2023.

4. 15% of the Subordinate Voting Shares underlying the options were vested on the date of grant and an additional 25% of the Subordinate Voting Shares underlying the options vested on December 31, 2020. The remaining 60% of the Subordinate Voting Shares underlying the options vested on December 31, 2021.

5. 15% of the Subordinate Voting Shares underlying the options were vested on December 31, 2021 and an additional 25% of the Subordinate Voting Shares underlying the options vested on December 31, 2022. The remaining 60% of the Subordinate Voting Shares underlying the options will vest on December 31, 2023.

6. 33.33% of the Subordinate Voting Shares underlying the options were vested on December 1, 2022 and an additional 33.33% of the Subordinate Voting Shares underlying the options will vest on December 1, 2023. The remaining 33.33% of the Subordinate Voting Shares underlying the options will vest on December 1, 2024.

Remarks:

	Eric Powers, attorney-in-fact	07/21/2023
	** 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 5 (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.
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