Canopy Growth Corp (CGC) SEC Filings

Canopy Growth Corp (CGC) reported that its Chief Financial Officer and Chief Accounting Officer, as the reporting person, sold 2,231 Common Shares on August 24, 2026 at a price of C$1.47 per share. According to the footnotes, these shares were originally granted as RSUs on February 13, 2024 and the disposition was made to satisfy the reporting person’s tax obligations upon vesting. After this transaction, the reporting person directly holds 614,167 Common Shares.

Canopy Growth Corporation is asking shareholders to vote at its virtual 2026 annual general and special meeting on September 25, 2026 on seven key items. These include electing five directors, appointing MNP LLP as auditor for the year ending March 31, 2027, and approving a potential share consolidation at a ratio between one-for-five and one-for-fifteen for both common and Exchangeable Shares, exercisable by the board until September 25, 2027.

Shareholders are also being asked to ratify an advance notice by-law governing how future director nominations are made, renew all unallocated awards under the Omnibus Incentive Plan, and cast advisory votes on executive compensation and on how often future say‑on‑pay votes should occur. The board is majority independent, with separate chair and CEO roles, and highlights updated anti‑bribery policies, director education, and shareholder engagement channels. For Fiscal 2026, named executive officers earned short‑term incentive payouts at 110.4% of target, driven by strong achievement of non‑financial corporate objectives despite Adjusted EBITDA and revenue performance below target. As of the July 31, 2026 record date, there were 423,037,675 common shares outstanding; Constellation Brands’ group holds 26,261,474 Exchangeable Shares, equal to about 5.8% of the shares on an as‑converted basis.

Canopy Growth Corporation reported a change in its external auditor. On August 7, 2026, PKF O’Connor Davies, LLP resigned as the independent registered public accounting firm due to strategic changes in its desire to provide services to the cannabis sector, and the audit committee accepted the resignation the same day.

The company states there were no disagreements with PKFOD on accounting principles, financial disclosures, or audit scope, and prior audit reports contained no adverse or disclaimed opinions. Those reports included an explanatory paragraph describing recurring losses and the need for additional capital that raised substantial doubt about Canopy Growth’s ability to continue as a going concern, which management concluded was alleviated by its plans. The company also discloses a material weakness in internal control related to review and approval of the classification of equity-linked instruments. The audit committee engaged MNP LLP as the new independent registered public accounting firm for the fiscal year ending March 31, 2027, and indicates there were no prior consultations with MNP on accounting or audit matters.

Canopy Growth Corporation reported improved Q1 FY2027 results for the three months ended June 30, 2026. Net revenue was $81,165 thousand, up 13% year-over-year, driven by cannabis net revenue of $65,085 thousand and Storz & Bickel revenue of $16,080 thousand. Canada medical cannabis grew 22% to $25,786 thousand, Canada adult-use rose 10% to $29,702 thousand, and international cannabis increased 10% to $9,597 thousand.

Consolidated gross margin improved to 27%, with adjusted gross margin at 31%. Net loss narrowed to $14,579 thousand, 68% lower than a year earlier, and adjusted EBITDA loss improved to $3,244 thousand from $7,916 thousand. Free cash flow was a negative $25,748 thousand as higher working capital needs increased cash used in operations. Management highlighted synergies from the MTL Cannabis acquisition, stronger Storz & Bickel margins, and a refreshed corporate identity aligned with its cannabis-focused growth strategy.

Canopy Growth Corporation reported first‑quarter fiscal 2027 net revenue of $81,165 versus $72,134 a year earlier (amounts in thousands of Canadian dollars). Gross margin rose to $22,238, and the net loss narrowed to $14,579 (loss per share $0.03) from $44,861.

Results included a $16,208 fair value gain on Canopy USA related assets, partly offset by $12,677 of interest expense. Cannabis generated net revenue of $65,085, while Storz & Bickel contributed $16,080.

Cash and cash equivalents were $336,625 against total debt principal of $285,365, while operating activities used $25,011 in cash. The company holds Canopy USA loans receivable at fair value of $64,636 and Acreage and Wana Debt, with Acreage in default and operating under forbearance agreements.

Canopy Growth Corporation is asking shareholders to vote at its 2026 virtual annual general and special meeting on September 25, 2026 at 1:00 p.m. Toronto time. Five directors are nominated for election and PKF O’Connor Davies LLP is proposed for re-appointment as auditor.

Shareholders are also asked to approve a special share consolidation allowing the board to implement, by September 25, 2027, a consolidation ratio between 1‑for‑5 and 1‑for‑15 for both common and exchangeable shares, with fractional shares cancelled for no consideration. Additional proposals include ratifying an Advance Notice By‑Law for director nominations, renewing all unallocated entitlements under the Omnibus Incentive Plan, an advisory say‑on‑pay vote on named executive officer compensation, and an advisory vote on the frequency of future say‑on‑pay votes.

The proxy describes an executive bonus payout at 110.4% of target for fiscal 2026, driven by corporate objectives achieved at 195.1% of target despite Adjusted EBITDA at 24.2% of target and revenue at 61.5% of target. It also explains a prior non‑cash warrant‑classification accounting error that required restatement of earlier financial statements and led to a temporary management cease trade order that was lifted after filing the 2026 Form 10‑K.

Canopy Growth Corp director Joseph Bayern reported a small tax-related share sale. He disposed of 3,197 common shares on June 26, 2026 at $0.9237 per share, leaving him with 145,127 shares. A footnote explains the shares were withheld to cover taxes from recently vested RSUs, rather than a discretionary open-market sale.

Yanofsky Theresa reported open-market sale transactions in this Form 4 filing.

Canopy Growth Corp director Theresa Yanofsky disposed of 15,054 common shares on June 26, 2026 at $0.9237 per share. The filing explains these shares were granted as restricted stock units on June 17, 2026 and the disposition was tied to tax obligations arising from the RSU vesting, making this a compensation- and tax-related event rather than a purely discretionary trade. Following the transaction, Yanofsky directly holds 146,415 common shares.