CGC Form 4: Director Lazzarato Sells RSU Shares to Cover Taxes

Rhea-AI Filing Summary

David Angelo Lazzarato, a director of Canopy Growth Corp (CGC), reported a sale of 15,677 common shares on 09/29/2025 at a price of $1.58 per share. After the sale, he beneficially owned 103,387 shares directly. The filing states the shares disposed were originally granted as restricted stock units on June 3, 2025 and were sold to satisfy tax obligations arising from RSU vesting. The Form 4 was signed on behalf of Mr. Lazzarato by an attorney-in-fact on 09/30/2025. The filing is a routine Section 16 disclosure of an insider transaction related to tax withholding at vesting.

Positive

• Timely compliance with Section 16 reporting requirements through a filed Form 4
• Transparency that the sale was to satisfy tax obligations from vested RSUs, clarifying motive

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine insider sale of vested RSU shares to cover taxes; not indicative of material change to company fundamentals.

The reported disposition of 15,677 shares at $1.58 reflects a typical post-vesting tax-related sale rather than a discretionary open-market divestiture seeking liquidity. After the sale, the director retains 103,387 shares, indicating continued ownership exposure. This transaction is informational for monitoring insider activity but does not by itself alter capital structure, revenue, or guidance.

Corporate Governance Expert

TL;DR: Filing demonstrates compliance with Section 16 reporting; transaction disclosed as tax-related RSU disposition.

The Form 4 properly discloses the nature and timing of the transaction and cites the RSU vesting tax obligation as the reason for sale. Disclosure was made promptly and signed by an authorized attorney-in-fact, which aligns with good governance and insider reporting practices. No additional governance concerns are evident from 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

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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).

1. Name and Address of Reporting Person^*

Lazzarato David Angelo

(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		15,677(1)	D	$1.58	103,387	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 David Angelo Lazzarato	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 Canopy Growth director David Lazzarato report on Form 4 (CGC)?

He reported a sale of 15,677 common shares on 09/29/2025 at $1.58 per share and a post-transaction beneficial ownership of 103,387 shares.

Why were the shares sold according to the Form 4 for CGC?

The filing states the shares sold were from restricted stock units granted June 3, 2025 and were disposed to satisfy tax obligations arising from vesting.

When was the Form 4 for David Lazzarato filed and who signed it?

The Form 4 reports the transaction dated 09/29/2025 and was signed by Shai Marshall, Attorney-in-fact on 09/30/2025.

Does this Form 4 indicate a change in ownership percentage or control at CGC?

The filing shows a sale of 15,677 shares with the director retaining 103,387 shares; the document does not state any change in board status or control.

Were the sold shares from open-market trades or from company-issued RSUs?

They were company-issued RSUs that vested on June 3, 2025, and were sold to meet tax obligations, per the explanation in the filing.