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* KENNEDY JAMES A C (Last) (First) (Middle) C/O THE CANNABIST COMPANY HOLDINGS INC. 680 FIFTH AVENUE, 24TH FLOOR (Street) NEW YORK NY 10019 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/14/2022	3. Issuer Name and Ticker or Trading Symbol Cannabist Co Holdings Inc. [ CBSTF ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year) 02/15/2022
			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 Shares	92,464	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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Proportionate Voting Shares	(1)	(1)	Common Shares	18,234.28	0	I	Held by 2008 Kennedy Family Trust dtd 07/25/2008
Restricted Stock Units	(2)	(2)	Common Shares	6,154	(3)	D
Restricted Stock Units	(4)	(4)	Common Shares	36,171	(3)	D
Proportionate Voting Shares	(1)	(1)	Common Shares	2,505.43	0	I	Held by Ann Kennedy Trust(5)

Explanation of Responses:

1. Each proportionate voting shares is convertible into 100 common shares of the Issuer.

2. 18,461 restricted stock units ("RSUs") were granted on April 29, 2019, with 12,307 RSUs vesting prior to February 14, 2022. The remaining 6,154 RSUs vested on April 29, 2022. Settlement of vested RSUs will occur within 60 days of the applicable vesting date.

3. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.

4. The restricted stock units ("RSUs") were granted on July 2, 2021, and fully vest on the date of the Issuer's 2022 annual shareholder meeting. Settlement of vested RSUs will occur as soon as administratively feasible following the applicable vesting date.

5. A trust controlled by the reporting person's spouse.

Remarks:

THIS FORM 3 AMENDMENT IS BEING FILED TO INCLUDE THE 2,505.43 proportionate voting shares held by the Ann Kennedy Trust Exhibit 24.1 Power of Attorney (incorporated by reference as Exhibit 24.1 to Form 3 filed with Securities and Exchange Commission on February 15, 2022)

	/s/ David Sirolly as attorney-in-fact for James A.C. Kennedy	11/13/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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