Sec Form 4 Filing - Parallax Volatility Advisers, L.P. @ MedMen Enterprises, Inc. - 2021-08-17

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 Parallax Volatility Advisers, L.P. 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) 88 KEARNY STREET, 20TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 08/17/2021 (Street) SAN FRANCISCO, CA94108 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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

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 Senior Secured Convertible Note $ 0.1529 08/17/2021 J( 3 ) 08/17/2021 08/16/2028 Class B Subordinate Voting Shares 28,874,593 ( 3 ) $ 1,471,641.73 I See Notes 1 and 2 ( 1 ) ( 2 ) Warrants $ 0.1529 08/17/2021 J( 3 ) 21,255,723 08/17/2021 09/14/2025 Class B Subordinate Voting Shares 21,255,723 ( 3 ) 11,445,389 I See Notes 1 and 2 ( 1 ) ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Parallax Volatility Advisers, L.P. 88 KEARNY STREET 20TH FLOOR SAN FRANCISCO, CA94108 X Signatures Easton Chen, Chief Compliance Officer of Parallax Volatility Advisers, L.P. 08/19/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The filing persons (the "Filers") are Parallax Volatility Advisers, L.P. ("PVA"), Parallax Partners, LLC (the "GP"), Parallax Master Fund, L.P. (the "Master Fund"), S. Daniel Hutchison and William F. Bartlett. PVA and the GP are the investment adviser and general partner, respectively, of the Master Fund and its feeder funds (the "Funds"). Mr. Hutchison and Mr. Bartlett are the managers and control persons of PVA and the GP. The securities are held directly by the Funds for the benefit of their investors and are indirectly beneficially owned by PVA and the GP as the investment adviser and general partner, respectively, of the Funds, and by Mr. Hutchison and Mr. Bartlett as PVA's and the GP's control persons. PVA is filing this Form 4 for itself and the other Filers. ( 2 )The Filers are filing this Form 4 jointly, but not as a group, and each expressly disclaims membership in a group within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended. Each Filer disclaims beneficial ownership of these securities except to the extent of that Filer's pecuniary interest therein. ( 3 )The Senior Secured Convertible Note and the accompanying warrants were sold for aggregate cash consideration of $1,408,521.97 and the right to receive 239,295 shares of Tilray, Inc. common stock, subject to adjustment, provided that if the consent of certain Tilray, Inc. stockholders is not obtained, the Master Fund may elect to receive cash. In connection with the disposition, the Master Fund entered into a Fourth Amended and Restated Securities Purchase Agreement dated August 17, 2021, pursuant to which amended and restated Senior Secured Convertible Notes and warrants were issued.

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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