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 *
  Pham Luan
2. Date of Event Requiring Statement (Month/Day/Year)
01/03/2022
3. Issuer Name and Ticker or Trading Symbol
Byrna Technologies Inc. [BYRN]
(Last)
(First)
(Middle)
C/O BYRNA TECHNOLOGIES INC., 100 BURTT ROAD SUITE 115
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CRMO
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

ANDOVER, MA 01810
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 7,142
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (right to buy) (1)   (2) 03/23/2032 Common Stock 82,500 $ 9.23 D  
Restricted Stock Units (3)   (4) 04/18/2024 Common Stock 82,500 $ 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pham Luan
C/O BYRNA TECHNOLOGIES INC.
100 BURTT ROAD SUITE 115
ANDOVER, MA 01810
      CRMO  

Signatures

/s/ Lisa Wager by Power of Attorney. 03/25/2022
**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 stock option represents a right to buy one share of our common stock.
(2) One third of the grant (the "Option Shares") will vest and become exercisable on 3/23/23 (the "Year Anniversary"); the balance of the Option Shares will vest in eight (8) quarterly, consecutive, and equal installments thereafter, beginning on the first calendar day of the fiscal quarter immediately following the Year Anniversary, until all Option Shares are fully vested.
(3) Each Restricted Stock Unit reflects the right to receive one share of common stock.
(4) The Reporting Person must remain in service to the Company through April 18, 2024 for any Restricted Stock Units to vest (the " Units" ). The Units will vest on April 18, 2024 to the extent that the following price triggers have been satisfied: (i) 55,000 Units have no price trigger , (ii) 27,500 Units are subject to a 20-day $30 VWAP price trigger.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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