Canopy Growth (CGC) Director Disposes 10,451 Shares After RSU Vesting

Rhea-AI Filing Summary

Canopy Growth Corp (CGC) director Willy Kruh reported the sale of 10,451 common shares on 09/29/2025 at $1.58 per share, leaving him with 62,939 shares beneficially owned. The Form 4 states the shares sold were previously granted as restricted stock units on June 3, 2025, and the sale was made to satisfy tax obligations arising from vesting. The filing is signed by an attorney-in-fact on behalf of the reporting person on 09/30/2025. The report is a single-person Form 4 disclosure and identifies the reporting person as a director.

Positive

• Timely and specific disclosure of transaction date, price, and resulting beneficial ownership, meeting Section 16 reporting requirements
• Explanation provided that the sale was to satisfy tax obligations from RSU vesting (granted 06/03/2025), which clarifies the motive for the disposal

Negative

• Insider sale recorded: 10,451 shares were disposed, which reduces the director's stake to 62,939 shares (materiality relative to total outstanding shares not provided)

Insights

Financial Analyst

TL;DR: Director sold shares tied to RSU vesting to cover taxes; ownership remains materially disclosed at 62,939 shares.

This Form 4 documents a routine, post-vesting disposition: 10,451 common shares sold at $1.58 per share on 09/29/2025. The filing explicitly links the disposal to tax obligations from RSUs granted on 06/03/2025, which supports a non-speculative interpretation that the sale was for tax withholding rather than for liquidity or a strategic view on the stock. The information provided is clear and complies with Section 16 reporting requirements; no additional financial metrics or market-impact detail is included in the filing itself.

Corporate Governance Expert

TL;DR: Disclosure is timely and complete for a director; the sale is documented as tax-related from vested RSUs.

The Form 4 identifies the reporting person as a director and records the transaction date, price, and resulting beneficial ownership. The explanatory note states the shares originated from RSUs granted 06/03/2025 and were disposed to meet tax obligations, which is a common and permissible action under equity compensation plans. The filing is signed by an attorney-in-fact, indicating proper execution. No governance red flags or irregular reporting patterns are evident within the content provided.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Kruh Willy

(Last) (First) (Middle)

C/O CANOPY GROWTH CORPORATION

1 HERSHEY DRIVE

(Street)

SMITHS FALLS A6 K7A 0A8

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Canopy Growth Corp [ CGC ]

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)
09/29/2025

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
Common Shares	09/29/2025		S		10,451(1)	D	$1.58	62,939	D

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

Explanation of Responses:

1. The shares reported as disposed herein were granted on June 3, 2025, in the form of restricted stock units ("RSUs"). The disposition of shares is associated with tax obligations of the reporting person associated with the vesting of the RSUs.

	/s/ Shai Marshall, Attorney-in-fact for Willy Kruh	09/30/2025
	** 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.

FAQ

What did Willy Kruh report on the Form 4 for CGC?

He reported the sale of 10,451 common shares on 09/29/2025 at $1.58 per share, leaving him with 62,939 shares beneficially owned.

Why were the shares sold according to the filing?

The filing states the shares were sold to satisfy tax obligations related to restricted stock units granted on 06/03/2025.

What is the relationship of the reporting person to Canopy Growth (CGC)?

The reporting person, Willy Kruh, is identified as a director of Canopy Growth Corporation.

When was the transaction executed and when was the Form 4 signed?

Transaction date: 09/29/2025; Form signed (by attorney-in-fact): 09/30/2025.

Does the Form 4 indicate if this was a joint filing?

No. The form indicates it was filed by one reporting person.