Ownership Submission

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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Scatterday Mark

2. Date of Event Requiring Statement (Month/Day/Year)
06/18/2022

3. Issuer Name and Ticker or Trading Symbol
TILT Holdings Inc. [TLLTF]

(Last)

(First)

(Middle)

C/O TILT HOLDINGS INC., 2801 E. CAMELBACK ROAD #180

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 Original Filed(Month/Day/Year)

(Street)

PHOENIX, AZ 85016

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 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, no par value	1,300,000	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock Warrants (right to buy)	11/01/2019	11/01/2022	Common stock, no par value	2,913,750 ⁽¹⁾	$ 0.25 ⁽²⁾	D
Employee Stock Options (right to buy)	⁽³⁾	11/21/2029⁽⁴⁾	Common stock, no par value	1,666,667 ⁽³⁾	$ 0.5 ⁽⁵⁾	D
LP Units of Jimmy Jang L.P.	⁽⁶⁾	⁽⁶⁾	Common stock, no par value	27,182,540 ⁽⁶⁾	$ 0	I	See Footnote ⁽⁷⁾
Rights of TILT Holdings Inc.	⁽⁶⁾	⁽⁶⁾	Common stock, no par value	27,182,540 ⁽⁶⁾	$ 0	I	See Footnote ⁽⁸⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Scatterday Mark C/O TILT HOLDINGS INC. 2801 E. CAMELBACK ROAD #180 PHOENIX, AZ 85016	X

Signatures

/s/ Mark M. Higgins as attorney-in-fact for Mark Scatterday		06/21/2022
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Each warrant is exercisable for one share of the Issuer's common stock, no par value ("Common Stock").
(2)	The exercise price of the warrants is $0.33 Canadian dollars per share of common stock. The amount in column 4 is converted to U.S. dollars using the exchange rate as of June 17, 2022 as reported by the Bank of Canada.
(3)	Each option is exercisable for one share of Common Stock. The options are fully vested.
(4)	The options will expire on the earlier of (i) November 21, 2029 and (ii) the date that is three months after the termination of the Reporting Person's services to the Issuer.
(5)	The exercise price of the options is $0.65 Canadian dollars per share of common stock. The amount in column 4 is converted to U.S. dollars using the exchange rate as of June 17, 2022 as reported by the Bank of Canada.
(6)	Each LP unit ("Unit") of Jimmy Jang L.P. ("Jimmy Jang"), a subsidiary of the Issuer, is convertible together with one right ("Right") of TILT Holdings Inc. for one share of Common Stock at any time upon request of the Reporting Person.
(7)	The Units are held by the Mak One LLLP ("Mak One"), of which the Reporting Person is the owner of 100% of the partnership interests.
(8)	The Rights are held by the Mak One, of which the Reporting Person is the owner of 100% of the partnership interests.
Remarks: Exhibit List: Exhibit 24.1 - Power of Attorney

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