Tilray Brands, Inc. issued an aggregate of 2,841,650 shares of common stock in private debt-for-equity exchange transactions conducted between August 31 and September 8, 2026. These shares were issued in exchange for $12 million in aggregate principal amount of the company's 5.20% Convertible Senior Notes due June 15, 2027. The issuance relied on Section 3(a)(9) of the Securities Act exemption for exchanges with existing security holders without commission or remuneration. Tilray Brands operates in the cannabis and consumer packaged goods industry.
