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*
Wager Lisa
(Last) (First) (Middle)
100 BURTT ROAD, SUITE 115
(Street)
ANDOVER MA 01810
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/05/2021 		3. Issuer Name and Ticker or Trading Symbol
Byrna Technologies Inc. [ BYRN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Legal 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)
Common Stock 164,317 D
Common Stock 270 I See footnote(1)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (right to buy) (2) 12/30/2024 Common Stock 60,000 $1.9 D
Restricted Stock Units (3) (3) Common Stock 150,000 (4) D
Explanation of Responses:
1. The reporting person is custodian for her children under the Uniform Gifts to Minors Act. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
2. The stock options became exercisable upon issuance.
3. The restricted stock units vest as follows: (i) one-third of the RSUs have no price trigger, (ii) the second one-third of the RSUs will be triggered when BYRN's stock trades above $30.00 on a 20-day Volume Weighted Average Price ("VWAP"), (iii) the final one-third of the RSUs will be triggered when the stock trades above $40.00 on a 20-day VWAP; and (iv) the reporting person must remain employed by the Company until August 31, 2023 for the restricted stock units to vest. This amends the earlier form 3 which incorrectly stated that the first one-third of the RSU's have a $20.00 price trigger. The restricted stock units will be settled in cash or shares of BYRN common stock on or before March 15, 2024.
4. Each restricted stock unit represents a contingent right to receive one share of BYRN common stock or cash.
/s/ Lisa Wager 12/24/2021
** 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).
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