Board Chair Lou Karger to step down at AYR Wellness (AYRWF) on Jan. 31, 2026

Rhea-AI Filing Summary

AYR Wellness Inc. reported that Lou Karger has resigned as a director and Chair of the Board, effective January 31, 2026. The company credits Karger with helping guide important phases of its development and publicly thanks him for his leadership and service. The filing notes that his departure is anticipated and includes standard forward-looking statement language highlighting that actual outcomes may differ due to various risks, including those described in AYR’s public filings and broader cannabis industry factors. AYR also reiterates that it operates more than 90 licensed retail locations across several U.S. states and sells a broad portfolio of cannabis products and consumer brands.

Insights

Corporate governance analyst

AYR Wellness Chair and director Lou Karger will step down on January 31, 2026.

AYR Wellness Inc. disclosed that Lou Karger, currently Chair of the Board and a director, has resigned effective January 31, 2026. The company highlights his role in guiding key development phases, which signals he has been an influential figure in board oversight and strategic direction.

Leadership changes at the board level can affect continuity of strategy and governance, especially when a Chair departs. The disclosure does not provide reasons for the resignation or details on succession, so the governance impact will depend on how the board reallocates responsibilities and selects future leadership.

The forward-looking statements section frames the resignation as an anticipated event and reminds readers that outcomes can differ due to risks outlined in public filings and cannabis industry conditions. Subsequent company communications or filings will clarify who assumes the Chair role and how the board composition evolves after January 31, 2026.

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

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2026.

Commission File Number: 333-253466

Ayr Wellness Inc.

(Exact Name of Registrant as Specified in Charter)

2601 South Bayshore Drive, Suite 900, Miami, FL, 33133
(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ¨ Form 40-F x

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		AYR WELLNESS INC.
		(Registrant)
Date:	January 21, 2026	By:	/s/ Blake Holzgrafe
		Name:	Blake Holzgrafe
		Title:	Interim Chief Executive Officer

EXHIBIT INDEX

99.1 News Release dated January 21, 2026

Exhibit 99.1

AYR Wellness Announces Resignation of Lou Karger as Director and Chair of the Board

MIAMI, January 21, 2026 - AYR Wellness Inc. (CSE: AYR.A, OTCQX: AYRWF) (“AYR” or the “Company”), a leading vertically integrated U.S. multi-state cannabis operator, announces that Lou Karger, the Chair of the Board, has resigned in his capacity as a director of the Company, effective as of January 31, 2026.

“As Chair, Lou helped guide the Company through important phases of its development, and we are grateful for his leadership and dedication,” said Blake Holzgrafe, Interim CEO of AYR. “On behalf of the entire AYR team, we thank Lou for his service and wish him well in his future endeavors.”

Forward-Looking Statements

Certain statements contained in this news release may contain forward-looking information or may be forward-looking statements (collectively, "forward-looking statements") within the meaning of applicable securities laws. Forward-looking statements are often, but not always, identified by the use of words such as "target", "expect", "anticipate", "believe", "foresee", "could", "would", "estimate", "goal", "outlook", "intend", "plan", "seek", "will", "may", "tracking", "pacing" and "should" and similar expressions or words suggesting future outcomes. This news release includes forward-looking statements pertaining to, among other things, the anticipated resignation of Mr. Karger as a director and Chair of the Board of AYR. Numerous risks and uncertainties could cause actual events and results to differ materially from the estimates, beliefs and assumptions expressed or implied in the forward-looking statements. Forward-looking statements involve known and unknown risks and uncertainties that may cause actual results to differ materially from those anticipated. These risks and uncertainties include, among others, those described in the Company’s public filings, market and regulatory factors, and other risks inherent in the cannabis industry. AYR has no intention, and undertakes no obligation, to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

About AYR Wellness Inc.

AYR Wellness is a vertically integrated U.S. multi-state cannabis operator with over 90 licensed retail locations across Florida, Pennsylvania, New Jersey, Ohio, Nevada, and Virginia. The Company cultivates, manufactures, and retails a broad portfolio of high-quality cannabis products, supporting both medical patients and adult-use consumers. AYR also offers a growing suite of CPG brands—including Kynd, Haze, and Later Days—designed to meet a wide range of consumer needs across its markets.

For more information, please visit www.ayrwellness.com.

Company/Media Contact:

Robert Vanisko

SVP, Public Affairs

T: (786) 885-0397

Email: comms@ayrwellness.com

FAQ

What did AYR Wellness Inc. (AYRWF) disclose in this Form 6-K?

AYR Wellness Inc. disclosed that Lou Karger, the Chair of the Board and a director, has resigned from the Board, effective January 31, 2026.

When is Lou Karger’s resignation from AYR Wellness effective?

Lou Karger’s resignation as a director and Chair of the Board of AYR Wellness Inc. is effective as of January 31, 2026.

What role did Lou Karger have at AYR Wellness before resigning?

Before resigning, Lou Karger served as a director of AYR Wellness Inc. and as the Chair of the Board.

How did AYR Wellness describe Lou Karger’s contribution to the company?

AYR Wellness stated that as Chair, Lou Karger helped guide the company through important phases of its development and expressed gratitude for his leadership and dedication.

Does AYR Wellness provide any forward-looking information related to this resignation?

Yes. AYR Wellness includes forward-looking statements regarding the anticipated resignation of Mr. Karger and notes that actual events may differ due to risks described in its public filings and broader cannabis industry factors.

What business footprint does AYR Wellness Inc. highlight in this disclosure?

AYR Wellness highlights that it is a vertically integrated U.S. multi-state cannabis operator with over 90 licensed retail locations across Florida, Pennsylvania, New Jersey, Ohio, Nevada, and Virginia, offering a broad range of cannabis products and brands.