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Curaleaf issues Aurora shareholder press release

Curaleaf Holdings furnished a press release to Aurora shareholders as soliciting material under SEC rules, without treating it as filed for Exchange Act liability purposes.

(High)
(Neutral)
Form Type
425

Rhea-AI Filing Summary

Curaleaf Holdings, Inc. (CURLF) reports that on September 15, 2026 it issued a press release addressed to shareholders of Aurora. The company lists this communication as written communications and soliciting material under applicable SEC rules, and includes the press release as Exhibit 99.1 to the report.

The report states that this information, including Exhibit 99.1, is furnished under Form 8-K and is not deemed “filed” for purposes of Section 18 of the Exchange Act, nor incorporated into other securities law filings unless specifically referenced.

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Date of press release September 15, 2026 Date Curaleaf issued the press release to Aurora's shareholders
Commission File Number 333-249081 Curaleaf Holdings, Inc. SEC file number
Employer Identification Number 98-1461045 Curaleaf Holdings, Inc. I.R.S. Employer Identification Number
Principal office ZIP code 06902 ZIP code for Curaleaf’s principal executive offices in Stamford, Connecticut
Registrant telephone number 917-717-5875 Curaleaf’s listed telephone number for the registrant
Exhibit 99.1 1 press release Press release to Aurora shareholders dated September 15, 2026
Exhibit 104 1 data file Cover Page Interactive Data File embedded within Inline XBRL document
Written communications regulatory
"Check the appropriate box below if the Form 8-K filing is intended for written communications"
Soliciting material regulatory
"Written communications .425) | Soliciting material pursuant to Rule 14a-12"
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Form 8-K regulatory
"In accordance with General Instruction B.2 of Form 8-K"
A Form 8-K is a report that companies file with the government to share important news quickly, such as changes in leadership, major business deals, or financial updates. It matters because it helps investors stay informed about significant events that could affect the company's value or stock price.
Section 18 of the Securities Exchange Act of 1934 regulatory
"shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934"

FAQ

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

What did Curaleaf Holdings (CURLF) announce on September 15, 2026?

Curaleaf Holdings announced that on September 15, 2026 it issued a press release to shareholders of Aurora. The press release is included as Exhibit 99.1 to the current report furnished under Form 8-K.

Why does the Curaleaf (CURLF) filing reference written communications and soliciting material rules?

The report checks the box for written communications and soliciting material under SEC rules, indicating the press release to Aurora shareholders is intended to satisfy related communication or solicitation obligations in connection with a transaction.

Which exhibits are included in this Curaleaf (CURLF) Form 8-K?

The filing lists Exhibit 99.1, which is the press release dated September 15, 2026, and Exhibit 104, the cover page interactive data file embedded within the Inline XBRL document.

Who signed the Curaleaf (CURLF) current report and in what capacity?

The report is signed on behalf of Curaleaf Holdings, Inc. by Peter Clateman, identified in the signature block as the company’s Chief Legal Officer, dated September 15, 2026.

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

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Learn about SEC filing dates

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): September 15, 2026
CURALEAF HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
British Columbia, Canada
(State or other jurisdiction of
incorporation or organization)
333-249081
(Commission File Number)
98-1461045
(I.R.S. Employer Identification Number)
250 Harbor Drive, Third Floor, Stamford, Connecticut 06902
(Address of principal executive offices and zip code)
( 917 ) 717 - 5875
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
___________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

x
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: None.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company    ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 8.01. Other Events.
On September 15, 2026, Curaleaf Holdings, Inc. ("Curaleaf") issued a press release to Aurora's shareholders. A copy of the press release is attached as Exhibit 99.1.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number
Description
99.1
Press release dated September 15, 2026
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)



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.
CURALEAF HOLDINGS, INC.
(Registrant)
Date:
September 15, 2026
By:
/s/ Peter Clateman
Name:
Peter Clateman
Title:
Chief Legal Officer

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