FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

JACOBSON JEFFREY DAVID
2. Date of Event Requiring Statement (MM/DD/YYYY)
12/31/2019 

3. Issuer Name and Ticker or Trading Symbol

Cronos Group Inc. [CRON]
(Last)        (First)        (Middle)

720 KING STREET WEST, SUITE 320
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
See Remarks /
(Street)

TORONTO, A6 M5V 2T3      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

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 7000 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
COMMON SHARE OPTION (right to buy)  (1)10/6/2021 COMMON SHARES 120000 $1.23 (2)D  
COMMON SHARE OPTION (right to buy)  (3)4/12/2022 COMMON SHARES 20000 $3.14 (2)D  
COMMON SHARE OPTION (right to buy)  (4)8/24/2022 COMMON SHARES 260000 $2.42 (2)D  
COMMON SHARE OPTION (right to buy)  (5)5/11/2024 COMMON SHARES 21062 $20.65 (2)D  

Explanation of Responses:
(1) The options were granted October 6, 2016 and vest in monthly installments over a four-year period.
(2) The exercise price is expressed in Canadian dollars.
(3) The options were granted April 12, 2017 and vest in monthly installments over a four-year period.
(4) The options were granted August 24, 2017 and vest in monthly installments over a four-year period.
(5) The options were granted May 11, 2019 and vest in quarterly installments over a four-year period; the first installment became exercisable August 11, 2019 and the second installment became exercisable November 11, 2019.

Remarks:
General Manager, Canada and Europe

Exhibit List: Exhibit 24 - Power of Attorney

This Form 3 is being filed in advance of January 1, 2020, on which date the reporting person will become subject to Section 16 of the Securities Exchange Act of 1934, as amended.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
JACOBSON JEFFREY DAVID
720 KING STREET WEST, SUITE 320
TORONTO, A6 M5V 2T3


See Remarks

Signatures
/s/ Xiu Ming Shum as Attorney-in-fact for Jeffrey D. Jacobson12/31/2019
**Signature of Reporting PersonDate

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