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Form 4 DIRTT ENVIRONMENTAL SOLU For: Jun 30 Filed by: Mitchell Cory

July 5, 2022 5:42 PM EDT

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FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Mitchell Cory

(Last) (First) (Middle)
7303-30TH STREET SE

(Street)
CALGARY A0 T2C 1N6

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DIRTT ENVIRONMENTAL SOLUTIONS LTD [ DRTT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2022
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Deferred Share Unit (1) 06/30/2022   A   17,962     (1)   (1) Common Shares 17,962 $ 18,698.44 (2) 17,962 D  
Explanation of Responses:
1. Each deferred share unit is the economic equivalent of one share of the Issuer's Common Shares. Generally, thirty days following the date that the Reporting Person ceases to serve on the board of directors of the Issuer, the deferred share units will be settled in cash based on the volume weighted average price of the Common Shares for the five immediately preceding days on which the Common Shares were trading on the Toronto Stock Exchange; provided, however that if the Issuer's Common Shares are trading on more than one exchange at such time, such calculation shall be based on the trading price over such five day period on the stock exchange with the higher average trading volume over the twenty trading days immediately prior to such date (such price the "Market Value").
2. The price used to calculate the number of DSUs granted was $1.0410, which was the Market Value of the Issuer's Common Shares on the date of grant.
Remarks:
See attached for Exhibit 24, Power of Attorney
/s/ Nandini Somayaji, as attorney-in-fact For Cory Mitchell 07/05/2022
** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
                              POWER OF ATTORNEY
            FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144

The undersigned hereby constitutes and appoints Geoff Krause, Chief Financial
Officer, Charles R. Kraus, Senior Vice President, General Counsel and Corporate
Secretary, Nandini Somayaji, Associate General Counsel, and Jeff Metcalf, Vice
President of Finance, or any of them acting without the others, with full power
of substitution, as the undersigned's true and lawful attorney-in-fact to:

    1.  prepare, execute in the undersigned's name and on the undersigned's
        behalf, and submit to the U.S. Securities and Exchange Commission (the
        "SEC") a Form ID, or to the System for Electronic Disclosure by
        Insiders ("SEDI") any registrations required to be made, including
        amendments thereto, and any other documents necessary or appropriate to
        obtain codes and passwords enabling the undersigned to make electronic
        filings with the SEC of reports required by Section 16(a) of the
        Securities Exchange Act of 1934, as amended (the "Exchange Act") or any
        rule or regulation of the SEC, or with SEDI as required under
        applicable Canadian securities laws;

    2.  execute for and on behalf of the undersigned any Form 3, Form 4, Form 5
        and Form 144 and make any filing required to be made on SEDI (including
        any amendments, corrections, supplements or other changes thereto) in
        accordance with Section 16(a) of the Exchange Act, and the rules
        thereunder, and under applicable Canadian securities laws, but only to
        the extent each form, schedule, document or filing relates to the
        undersigned's beneficial ownership of securities of DIRTT Environmental
        Solutions Ltd. or any of its subsidiaries, or as is otherwise required
        under applicable laws;

    3.  do and perform any and all acts for and on behalf of the undersigned
        that may be necessary or desirable to complete and execute any Form 3,
        Form 4, Form 5 or Form 144 and make any filing required to be made on
        SEDI (including any amendments, corrections, supplements or other
        changes thereto) and timely file the forms, schedules, documents or
        other information with the SEC, SEDI and any stock exchange or
        quotation system, self-regulatory association or any other authority,
        and provide a copy as required by law or advisable to such persons as
        the attorney-in-fact deems appropriate; and

    4.  take any other action in connection with the foregoing that, in the
        opinion of the attorney-in-fact, may be of benefit to, in the best
        interest of or legally required of the undersigned, it being understood
        that the documents executed by the attorney-in-fact on behalf of the
        undersigned pursuant to this Power of Attorney shall be in the form and
        shall contain the terms and conditions as the attorney-in-fact may
        approve in the attorney-in-fact's discretion.

The undersigned hereby grants to the attorney-in-fact full power and authority
to do and perform all and every act requisite, necessary or proper to be done
in the exercise of any of the rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or could do if personally
present, with full power of substitution or revocation, hereby ratifying and
confirming all that the attorney-in-fact shall lawfully do or cause to be done
by virtue of this Power of Attorney and the rights and powers granted herein.
The undersigned acknowledges that the attorneys-in-fact, in serving in such
capacity at the request of the undersigned, are not assuming (nor is DIRTT
Environmental Solutions Ltd. assuming) any of the undersigned's
responsibilities to comply with Section 16 of the Exchange Act and applicable
filings required on SEDI under applicable Canadian securities laws.

The undersigned agrees that the attorney-in-fact may rely entirely on
information furnished orally or in writing by or at the direction of the
undersigned to the attorney-in-fact. The undersigned also agrees to indemnify
and hold harmless DIRTT Environmental Solutions Ltd. and the attorney-in-fact
against any losses, claims, damages or liabilities (or actions in these
respects) that arise out of or are based upon any untrue statements or
omissions of necessary facts in the information provided by or at the direction
of the undersigned, or upon the lack of timeliness in the delivery of
information by or at the direction of the undersigned, to the attorney-in-fact
for purposes of executing, acknowledging, delivering or filing a Form 3, Form
4, Form 5 or Form 144 and any filing required to be made on SEDI (including any
amendments, corrections, supplements or other changes thereto) with respect to
the undersigned's holdings of and transactions in securities issued by DIRTT
Environmental Solutions Ltd. or its subsidiaries or as otherwise required under
applicable laws, and agrees to reimburse DIRTT Environmental Solutions Ltd. and
the attorney-in-fact on demand for any legal or other expenses reasonably
incurred in connection with investigating or defending against any such loss,
claim, damage, liability or action.

This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Form 3, Form 4, Form 5 and Form 144
and make filings on SEDI (including any amendments, corrections, supplements or
other changes thereto) with respect to the undersigned's holdings of and
transactions in securities issued by DIRTT Environmental Solutions Ltd. or its
subsidiaries, unless earlier revoked by the undersigned in a signed writing
delivered to the attorney-in-fact. This Power of Attorney shall automatically
terminate with respect to any attorney-in-fact upon his or her ceasing to be an
employee of DIRTT Environmental Solutions Ltd. or its subsidiaries. This Power
of Attorney revokes all previous powers of attorney with respect to the subject
matter of this Power of Attorney.

                          [Signature page follows.]

    IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of the date written below.


/s/ Cory Mitchell
-------------------------------
Signature

Cory Mitchell
-------------------------------
Type or Print Name

May 4, 2022
-------------------------------
Date




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