SEC Form 4
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).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Robinson Scott L

(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)
06/30/2023
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) 06/30/2023 A 112,460 (1) (1) Common Shares 112,460 $30,589(2) 349,381 D
Explanation of Responses:
1. Each deferred share unit ("DSU") was granted pursuant to the DIRTT Environmental Solutions Ltd. Amended and Restated Long Term Incentive Plan and is the economic equivalent of one common share (a "Common Share") of DIRTT Environmental Solutions Ltd. (the "Issuer"). All DSUs settle following the cessation of service and employment with the Issuer (the "Termination Date"). For directors who are subject to taxation in the United States ("US Directors"), the DSUs will settle no later than forty days following the Termination Date. Each DSU will be settled in one Common Share or in the cash equivalent of such Common Shares, calculated based on the closing price of the Common Shares on the day prior to the 30th day following separation from service for US Directors on the stock exchange which has the greatest trading volume of Common Shares for the previous six months.
2. The price used to calculate the number of DSUs granted was $0.272, which was the closing price Issuer's Common Shares as reported on the NASDAQ Stock Exchange on June 29, 2023
Remarks:
See attached for Exhibit 24, Power of Attorney
/s/ Brad Little, as attorney-in-fact, For Scott Robinson 07/17/2023
** 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 Benjamin Urban, Chief Executive
Officer, Brad Little, Chief Financial Officer, and Fareeha Khan, 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/ Scott Ryan
------------------------------
Signature

Scott Ryan
------------------------------
Type or Print Name


7/17/2023
------------------------------
Date

                                POWER OF ATTORNEY
               FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144

The undersigned hereby constitutes and appoints Benjamin Urban, Chief Executive
Officer, Brad Little, Chief Financial Officer, and Fareeha Khan, 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/ Scott Ryan
------------------------------
Signature

Scott Ryan
------------------------------
Type or Print Name


7/17/2023
------------------------------
Date

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