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Cresco Labs clarifies minority vote exclusions

Previously submitted proxies remain valid, while later-dated voting instructions received before the proxy cut-off replace earlier instructions.

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Form Type
6-K

Rhea-AI Filing Summary

Cresco Labs Inc. clarified that, as of the Record Date, Subordinate Voting Shares represented approximately 26% of voting rights, Proportionate Voting Shares approximately 1%, Multiple Voting Shares approximately 73%, and Special Subordinate Voting Shares approximately 0.0001% of the rights attached to outstanding Voting Shares.

For the proposed MVS Amendment, holders of Subordinate, Proportionate and Special Subordinate Voting Shares will vote separately as classes under MI 61-101. No minority approval is required from Multiple Voting Share holders. Votes attached to 5,817 Proportionate Voting Shares and 5,344,321 Subordinate Voting Shares beneficially owned or controlled by Messrs. Bachtell, Sampson and Manning, the Brian McCormack Trust, and their respective associates and affiliates are excluded when confirming minority approval. No amended proxy form will be distributed; submitted proxies remain valid, and a later-dated proxy or voting instruction received before the proxy cut-off replaces earlier instructions. The meeting is scheduled for October 30, 2026.

Subordinate Voting Shares voting rights approximately 26% Share of voting rights attached to outstanding Voting Shares as of the Record Date
Proportionate Voting Shares voting rights approximately 1% Share of voting rights attached to outstanding Voting Shares as of the Record Date
Multiple Voting Shares voting rights approximately 73% Share of voting rights attached to outstanding Voting Shares as of the Record Date
Special Subordinate Voting Shares voting rights approximately 0.0001% Share of voting rights attached to outstanding Voting Shares as of the Record Date
Proportionate Voting Shares excluded 5,817 shares Votes excluded when confirming whether minority approval was obtained
Subordinate Voting Shares excluded 5,344,321 shares Votes excluded when confirming whether minority approval was obtained
MI 61-101 regulatory
"under MI 61-101"
MI 61-101 is a Canadian securities rule that sets procedures for major deals involving insiders or controlling shareholders, requiring independent valuations, extra disclosure and often shareholder approval to protect minority holders. It matters to investors because it acts like an impartial referee and independent appraiser, reducing the chance that people in control can push through unfair sales, mergers or asset transfers that would harm ordinary shareholders.
affected securities regulatory
"as “affected securities” under MI 61-101"
minority approval regulatory
"requisite minority approval under MI 61-101"
Minority approval is consent given by shareholders who together own less than half of a company’s voting shares, or by a protected subgroup of shareholders, on a corporate action. It matters because some deals or changes require not just majority support but specific backing from minority holders to proceed or to avoid legal challenges, so their approval can protect small investors’ interests much like a safety valve that prevents a single majority from making unchecked changes.
discretionary authority regulatory
"confers discretionary authority on the persons named in the proxy"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What voting rights do CRLBF share classes carry?

As of the Record Date, Subordinate Voting Shares represented approximately 26% of voting rights, Proportionate Voting Shares approximately 1%, Multiple Voting Shares approximately 73%, and Special Subordinate Voting Shares approximately 0.0001% of the rights attached to outstanding Voting Shares.

How will CRLBF conduct the minority vote on the proposed MVS Amendment?

Holders of Subordinate, Proportionate and Special Subordinate Voting Shares will vote separately as classes under MI 61-101. Votes attached to 5,817 Proportionate Voting Shares and 5,344,321 Subordinate Voting Shares beneficially owned or controlled by Messrs. Bachtell, Sampson and Manning, the Brian McCormack Trust, and their respective associates and affiliates are excluded when confirming whether minority approval was obtained.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates

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 October, 2026
000-56241
(Commission File Number)
Cresco Labs Inc.
(Exact name of Registrant as specified in its charter)
600 W. Fulton Street, Suite 800
Chicago, IL 60661

(Address of principal executive office)
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 ☒



Exhibit Index
Exhibit No.Description
99.1
Supplement Dated October 9, 2026 to the Management Information Circular of the Corporation dated September 18, 2026, prepared in connection with its annual general and special meeting of shareholders to be held on October 30, 2026




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.
CRESCO LABS INC.
Date: October 13, 2026By:/s/ Charles Bachtell
Charles Bachtell
Chief Executive Officer


SUPPLEMENT DATED OCTOBER 9, 2026 TO THE MANAGEMENT INFORMATION CIRCULAR DATED SEPTEMBER 18, 2026 IN RESPECT OF THE ANNUAL GENERAL AND SPECIAL MEETING OF SHAREHOLDERS OF CRESCO LABS INC. TO BE HELD ON OCTOBER 30, 2026 The management information circular dated September 18, 2026 (the "Circular") of Cresco Labs Inc. (the "Corporation") prepared in connection with the annual general and special meeting of shareholders of the Corporation to be held on October 30, 2026 (the "Meeting") is hereby amended and supplemented as set out below. All defined terms used in this supplement (the "Supplement") and not otherwise defined shall have the respective meanings ascribed to them in the Circular, which is available under the Corporation’s profile on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. Other than as set out in this Supplement, the Circular remains unamended. Voting Rights The Corporation clarifies, under the section entitled "Voting Securities and Principal Holders of Voting Securities – Voting Rights" in the Circular, that as of the Record Date, the outstanding Subordinate Voting Shares represent approximately 26%, the outstanding Proportionate Voting Shares represent approximately 1%, the outstanding Multiple Voting Shares represent approximately 73%, and the outstanding Special Subordinate Voting Shares represent approximately 0.0001% of the voting rights attached to outstanding Voting Shares of the Corporation. Minority Approval The Corporation further clarifies, under the section entitled "Matters to be Considered at the Meeting– MVS Amendment Resolution – Minority Approval" in the Circular, that in connection with obtaining the minority approval under MI 61-101 for the Proposed MVS Amendment, the holders of Subordinate Voting Shares, Proportionate Voting Shares and Special Subordinate Voting Shares, as "affected securities" under MI 61-101, will each vote separately as a class. No minority approval is required from the holders of the Multiple Voting Shares in respect of the Proposed MVS Amendment, as all of the outstanding Multiple Voting Shares are held by persons who would be excluded from the minority approval vote under MI 61-101. Furthermore, for purposes of confirming that the requisite minority approval under MI 61-101 has been obtained, the votes attached to the following shares will be excluded: 5,817 Proportionate Voting Shares and 5,344,321 Subordinate Voting Shares beneficially owned or over which control or direction is exercised by Messrs. Bachtell, Sampson and Manning, the Brian McCormack Trust, and their respective associates and affiliates. REMINDER TO VOTE Every vote is important. The Corporation encourages all shareholders to review the Circular and the other meeting materials, which are available under the Corporation's profile on SEDAR+ at www.sedarplus.ca, EDGAR at www.sec.gov and on the Corporation's website. Shareholders are urged to carefully review the Circular and accompanying materials, as they contain important information regarding the matters to be considered at the Meeting. Shareholders who have questions regarding the Meeting or require assistance with voting may contact Laurel Hill Advisory Group by telephone or text message toll-free within North America at 1-877-452-7184, by telephone outside North America at 1-416-304-0211, or by email at assistance@laurelhill.com. Exhibit 99.1


 

As the existing form of proxy for the Meeting confers discretionary authority on the persons named in the proxy with respect to amendments or variations to the matters identified in the Notice of Meeting or other matters which may properly come before the Meeting or any adjournment or postponement thereof, the Corporation will not be distributing an amended form of proxy. Proxies and voting instructions previously submitted will remain valid. A shareholder that has already voted and wishes to change its vote may submit a new proxy or voting instruction form before the proxy cut-off by following the instructions in the Circular and the proxy or voting instruction form included therewith. A properly submitted later-dated proxy or voting instruction will replace the shareholder's earlier instructions, provided it is received before the proxy cut-off. DATED as of the 9th day of October, 2026. (Signed) "Thomas J. Manning" Thomas J. Manning Chairman of the Board


 

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