Sec Form 4 Filing - Wicklow Capital Inc. @ MedMen Enterprises, Inc. - 2021-01-12

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 Wicklow Capital Inc. 2. Issuer Name and Ticker or Trading Symbol MedMen Enterprises, Inc. [ MMNFF] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 737 N. MICHIGAN AVENUE, SUITE 2100 3. Date of Earliest Transaction (MM/DD/YY) 01/12/2021 (Street) CHICAGO, IL60611 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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 Class B Subordinate Voting Shares ( 1 ) 01/12/2021 S 756,027 ( 2 ) D $ 0.2165 ( 3 ) 23,408,168 I ( 4 ) By Milestone. See footnote 4. Class B Subordinate Voting Shares ( 5 ) 01/13/2021 S 269,181 ( 2 ) D $ 0.215 23,138,987 I By Milestone. See footnote 4. Class B Subordinate Voting Shares ( 5 ) 01/14/2021 S 1,132,062 ( 2 ) D $ 0.2244 ( 6 ) 22,006,925 I By Milestone. See footnote 4. Class B Subordinate Voting Shares 22,353,472 I By Clarence, LP. See footnote 4. Class B Subordinate Voting Shares 6,395,433 I By Clarence, LP. See footnote 4. Class B Subordinate Voting Shares 12,195,122 I By Milestone. 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Wicklow Capital Inc. 737 N. MICHIGAN AVENUE SUITE 2100 CHICAGO, IL60611 X DAN TIERNEY & DANIEL V. TIERNEY 2003 TRUST 737 N. MICHIGAN AVENUE SUITE 2100 CHICAGO, IL60611 X Tierney Daniel 737 N. MICHIGAN AVENUE SUITE 2100 CHICAGO, IL60611 X Milestone Investments, LP 737 N. MICHIGAN AVENUE SUITE 2100 CHICAGO, IL60611 X Signatures /s/ Emma Cuadrado, Secretary 01/15/2021 Signature of Reporting Person Date /s/ Daniel V. Tierney 01/15/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This Form 4 is being filed jointly by Wicklow Capital, Inc., an Illinois corporation ("Wicklow"), Milestone Investments, LP, an Alaska limited partnership ("Milestone"), the Dan Tierney & Daniel V. Tierney 2003 Trust (the "Trust"), and Daniel V. Tierney (collectively, the "Reporting Persons"). ( 2 )The aggregate number of Class B Subordinate Voting Shares ("Class B Shares") of Issuer sold on the same day at different prices. ( 3 )Represents the weighted average sales price. The Class B Shares were sold at prices ranging from CAN$0.2134 to CAN$0.2250 per share. Full information regarding the number of such shares sold at each price shall be provided to the Securities and Exchange Commission staff (the "Staff"), Issuer or any security holder, upon request. ( 4 )Wicklow is the general partner of each of Milestone and Clarence, LP ("Clarence"). The Trust is the sole stockholder of Wicklow and the sole limited partner of Milestone and Clarence. Daniel V. Tierney is the trustee and sole beneficiary of the Trust and has voting and/or dispositive power over the securities of Issuer held by Wicklow, Milestone and Clarence. As a result, Daniel V. Tierney and the Trust may be deemed to indirectly beneficially own the securities of Issuer held by Wicklow, Milestone and Clarence. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest, if any, therein. ( 5 )See footnote 1. ( 6 )Represents the weighted average sales price. The Class B Shares were sold at prices ranging from CAN$0.2235 to CAN$0.2250 per share. Full information regarding the number of such shares sold at each price shall be provided to the Staff, Issuer or any security holder, upon request.

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).

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