Greenlane Holdings, Inc. 8-K Filings

Greenlane Holdings, Inc. (GNLN) reports that on August 18, 2026, directors Michael Howe and Donald Hunter each notified the company of their resignation from the Board of Directors, effective August 31, 2026.

Both directors are also resigning from all Board committees on which they serve. Mr. Hunter is chair and a member of the Audit Committee, and Mr. Howe is chair and a member of the Compensation Committee; both serve on each committee. The company states that neither resignation resulted from any disagreement regarding operations, policies, or practices.

Greenlane Holdings reported second quarter 2026 results reflecting its shift to a digital asset treasury model centered on BERA tokens. Net revenue from its legacy wholesale business fell to $82,000, down 90% year over year, while the Digital Asset Segment generated $309,000 of staking and yield revenue. Operating loss was $3.3 million, essentially flat versus a year ago but improved sequentially as total operating expenses declined about 37% from the first quarter to $3.6 million, driven by lower salaries and reduced legacy headcount. The company recorded a non-cash $19.1 million loss from change in fair value of digital assets and a $1.8 million investment impairment, leading to a net loss of $24.8 million. As of June 30, 2026, Greenlane held about 81.3 million BERA and BERA-equivalent units with fair value of $16.4 million and a cost basis of $70.2 million, and reported BERA-per-share of roughly 117, up about 37% from year-end 2025. Cash and cash equivalents declined to $6.1 million from $32.5 million at December 31, 2025. The company also highlighted potential future pressure from a proposed Nasdaq rule requiring a $5.0 million minimum market value of listed securities, which is currently stayed pending SEC Commission review.

Greenlane Holdings reported a much wider loss for first quarter 2026 as it executed its digital asset treasury strategy centered on BERA tokens. Net revenue was about $0.4 million, down from $1.5 million a year earlier, as legacy wholesale sales declined and staking revenue of roughly $0.4 million from its Digital Asset segment partially offset the drop.

Loss from operations widened to about $5.6 million, while a non-cash $12.9 million decline in the fair value of digital assets pushed net loss attributable to Greenlane to roughly $18.4 million, or $4.49 per Class A share. The company deployed about $10.1 million into BERA and BERA-equivalent assets and held approximately 77.7 million BERA units at quarter-end, with a fair value of around $34.2 million. BERA-per-share rose about 44% to roughly 123 units per Class A share.

Cash and cash equivalents fell to about $13.3 million from $32.5 million at year-end as operating and investing outflows totaled more than $19 million. After the quarter, Greenlane completed a one-for-eight reverse stock split and regained compliance with Nasdaq’s minimum bid price rule, keeping its Class A shares listed on the Nasdaq Capital Market under the symbol GNLN.

Greenlane Holdings, Inc. reports that it has regained compliance with Nasdaq’s minimum bid price requirement under Listing Rule 5550(a)(2). As a result, a delisting hearing previously scheduled for May 5, 2026 has been cancelled and the company’s Class A common stock will continue trading on the Nasdaq Capital Market.

The company also highlights capital structure moves linked to its October 2025 $110 million PIPE financing. Berachain Investment Corporation plans to convert 33,085 of its 1,476,464 pre-funded warrants into Class A common shares, keeping its beneficial ownership at 4.99%. It may later increase this cap to 19.99%, which would represent 157,387 shares based on current outstanding shares.

In addition, members of Greenlane’s board who hold Strategic Advisor Warrants have agreed to extended lock-up terms. Holders of 162,760 of the 658,092 outstanding Strategic Advisor Warrants have committed not to sell or transfer these warrants or the underlying common shares, with restrictions running until April 23, 2027, subject to limited exceptions. Greenlane positions these steps, alongside its Berachain-focused digital asset treasury strategy, as supporting long-term stockholder alignment.

Greenlane Holdings authorized a share repurchase program of up to $2.0 million of its Class A common stock, signaling a capital allocation focus alongside its digital asset strategy. The program has no fixed end date and repurchases may occur through open market or negotiated transactions at the company’s discretion.

Greenlane also highlighted its BERA-focused digital asset treasury. As of April 7, 2026, it held approximately 77.9 million units of BERA, described as about 32% of BERA’s circulating supply, with around 50.0 million units deployed into validator infrastructure on the Berachain network. The company reported prior audited figures as of December 31, 2025 including $32.5 million in cash and cash equivalents, $36.6 million in digital assets at fair value, total liabilities of $7.2 million, and stockholders’ equity of $67.7 million, with no debt.

Greenlane Holdings, Inc. implemented a 1-for-8 reverse stock split of its Class A common stock, effective April 6, 2026. Every eight pre-split shares were combined into one post-split share, with no change to the $0.01 par value.

The move is intended to help the company regain compliance with the Nasdaq Capital Market’s $1.00 minimum bid price requirement. Fractional shares are not issued; instead, stockholders receive cash based on the April 2, 2026 Nasdaq closing price. The reverse split applies uniformly to all holders, also adjusting outstanding warrants, pre-funded warrants, stock options and the share pool under equity incentive plans, while leaving percentage ownership largely unchanged aside from minor rounding effects.

Greenlane Holdings, Inc. is implementing a 1-for-8 reverse stock split of its common stock, effective at 12:01 a.m. Eastern Time on April 6, 2026. The stock will begin trading on a split-adjusted basis that day under the same symbol, GNLN, with a new CUSIP.

The reverse split will reduce issued and outstanding common shares from approximately 5,039,563 to approximately 629,945, without changing the authorized share count. No fractional shares will be issued; instead, holders will receive cash based on the April 2, 2026 closing price for any fractional interest.

The split will also proportionately adjust the share amounts and exercise or conversion prices of certain outstanding warrants and stock options. Greenlane states that the action is intended to improve the investment perception of its stock, broaden its investor appeal, and help maintain compliance with Nasdaq Listing Rule 5550(a)(2).

Greenlane Holdings reported full-year 2025 results and detailed its pivot to a Berachain-focused digital asset treasury model centered on BERA tokens. Net revenue was $4.4M, down 67% from $13.3M in 2024, reflecting the wind-down of legacy wholesale and distribution operations.

Net loss attributable to Greenlane expanded to $85.6M from $17.6M, driven by a $31.1M loss on the change in fair value of digital assets, $18.6M in non-cash stock-based compensation for strategic advisory warrants, inventory and asset impairments, and restructuring charges. Q4 2025 revenue was $1.4M with a $69.6M net loss.

As of December 31, 2025, Greenlane held 51,659,912 units of BERA with a fair value of $36.6M, $32.5M in cash and cash equivalents (including $22M in stablecoins), and no debt, with stockholders’ equity of $67.7M. Subsequent events include a Nasdaq delisting notice, stockholder approval for a reverse stock split in a 1-for-5 to 1-for-15 range, token purchase and lending agreements tied to BERA, an at-the-market equity program for up to $5.36M of common stock, and the appointment of Jason Hitchcock as Chief Executive Officer.

Greenlane Holdings, Inc. received notice from Nasdaq that its Class A common stock no longer meets the Nasdaq Capital Market’s $1.00 minimum bid price requirement for continued listing, based on closing bids over the 30 consecutive business days from February 10 to March 24, 2026.

Because Greenlane completed a 1-for-11 reverse stock split on August 5, 2024 and a 1-for-750 reverse stock split on June 27, 2025, for a cumulative 1-for-8,250 ratio, it is not eligible for the usual bid-price compliance period. Nasdaq has stated the securities will be subject to delisting unless Greenlane requests a hearing before the Nasdaq Hearings Panel by April 1, 2026, and the company intends to make this timely request. The stock will continue trading on Nasdaq during the appeal, but there is no assurance the Panel will allow continued listing or that the company will regain compliance.

Greenlane Holdings, Inc. reported the results of a special stockholder meeting where investors approved flexibility for a potential reverse stock split of its Class A common stock. Stockholders authorized the Board to implement a reverse split in a range from 1-for-5 to 1-for-15, without reducing the authorized share count, at any time on or before April 30, 2026 in its sole discretion. The reverse split proposal passed with 1,878,157 votes for, 194,308 against and 2,133 abstentions. A related proposal to adjourn the meeting, if needed to solicit additional proxies, also received approval, but adjournment was unnecessary because support for the reverse split was sufficient. The company reported that 2,074,598 shares, or approximately 41.2% of the 5,039,563 shares outstanding as of the February 25, 2026 record date, were represented virtually or by proxy at the meeting.

Greenlane Holdings reported new details on its Berachain-focused Digital Asset Treasury strategy and leadership. As of February 27, 2026, the company held about 70.4 million units of BERA, Berachain’s native token, and had deployed roughly 50 million units into validator infrastructure across multiple operators.

Between December 4, 2025 and February 27, 2026, Greenlane acquired about 9 million BERA units at prices between $0.40 and $0.93 per unit. The company noted a publicly reported annualized Proof of Liquidity staking rate of roughly 25% on the Berachain network, subject to network conditions.

Greenlane also posted an online “Investor Overview” explaining its BERA treasury and Berachain ecosystem focus. In a key leadership move, the board appointed Jason Hitchcock as Chief Executive Officer, tasking him with driving corporate strategy, capital allocation, and continued expansion of the digital asset treasury initiatives.

Greenlane Holdings, Inc. appointed Jason Hitchcock as its new Chief Executive Officer, effective immediately. Hitchcock, 40, brings experience from decentralized finance advisory firm Four Moons, Web3 infrastructure company thirdweb/Nonfungible Labs, and prior strategic partnership roles at Twitch.

Under his employment agreement, Hitchcock will receive a base salary of $300,000 per year, eligible for an annual performance bonus targeting 100% of base salary, subject to company and personal performance metrics and Board approval. He will also receive an option to purchase up to 250,000 shares of Greenlane common stock under the 2019 Equity Incentive Plan, subject to customary vesting.

If terminated without cause or if he resigns for good reason, Hitchcock is entitled to severance equal to nine months of base salary, plus accrued compensation and any earned but unpaid prior-year bonus. His employment is at-will, and he has also entered into the company’s standard indemnification agreement.

Greenlane Holdings, Inc. reports that its wholly owned subsidiary has entered into two related crypto-token agreements with Berachain Operations Corporation: a Token Purchase and Sale Agreement and a Token Lending Agreement. Together, these allow the subsidiary to lend USDC and/or USDT stablecoins so the counterparty can buy BERA tokens and later resell those tokens to the subsidiary under pre-agreed tranche pricing mechanics, including time-weighted average price and market-out protections.

The structure permits the lending of stablecoins, BERA token acquisitions by the counterparty, and subsequent resales to the subsidiary, with the counterparty retaining stablecoin principal and any trading gains or losses. The agreements include governance controls such as independent execution standards, segregated trading authority, compliance reporting, and additional attestations when related-party liquidity providers are involved.

The filing highlights that one potential liquidity provider, BSQD Corp., is wholly owned by Greenlane’s Chief Investment Officer, making the arrangement a related party transaction. Disinterested board members and the Audit Committee reviewed the terms, assessed commercial reasonableness and conflicts, and determined the transactions are in Greenlane’s best interests.

Greenlane Holdings, Inc. reported that its Board of Directors unanimously appointed Jonathan Hue-Fay Ip as a director, effective January 21, 2026, filling the vacancy created by the resignation of Barbar Sher.

Mr. Ip is the founder of Iterative Law Profession Corporation and has extensive experience in corporate, securities, M&A and corporate finance law, as well as multiple general counsel and board roles. In anticipation of his Board service, Greenlane entered into a Strategic Advisory Agreement with Iterative Law dated October 23, 2025 and, in connection with Board services under that agreement, issued Mr. Ip warrants to purchase 260,416 shares of common stock at an exercise price of $0.01 per share. He will receive standard non-employee director compensation and is party to an indemnification agreement with the company.

Greenlane Holdings, Inc. entered into a Sales Agreement with Yorkville Securities, LLC that establishes an at-the-market equity program under which the company may, from time to time, sell up to 5,355,687 shares of its Class A common stock. Sales of these shares, if any, will be made as an at-the-market offering under Rule 415, with Yorkville acting as sales agent or principal and earning a commission of up to 3.0% of the gross proceeds from each sale. The shares will be issued off Greenlane’s shelf registration statement on Form S-3, which was declared effective by the SEC on September 12, 2025, and a related prospectus supplement filed for this ATM program. Greenlane is not obligated to sell any shares and can suspend or terminate the program in accordance with the agreement.

Greenlane Holdings, Inc. reported results from its 2025 annual meeting of stockholders and a change in board leadership. Following the meeting on December 9, 2025, the board appointed Bruce Linton as Chairman of the Board, effective immediately, with no arrangements or related-person transactions disclosed in connection with his appointment.

As of the record date, there were 1,386,551 shares of common stock outstanding and entitled to vote, with 462,294 shares represented in person or by proxy, or 33.34% of eligible shares. Stockholders elected five directors, ratified PKF O’Connor Davies, LLP as independent auditor, and approved increasing the shares available under the 2019 Equity Incentive Plan to 3,000,000 shares. They also approved the issuance of 3,328,012 shares and pre-funded warrants to acquire up to 25,294,068 shares of common stock under a financing proposal, and approved advisory pre-funded warrants and related share issuance for compensation purposes.

Greenlane Holdings, Inc. (GNLN) reported quarterly results. The company announced its financial results for the quarter ended September 30, 2025 and furnished a related press release as Exhibit 99.1 to a Form 8‑K.

The materials in Item 2.02 and Exhibit 99.1 are furnished and not deemed filed for purposes of Section 18 of the Exchange Act. The filing lists Greenlane’s Class A Common Stock (symbol GNLN) on the Nasdaq Capital Market and identifies Vanessa Guzmán-Clark, Chief Financial Officer, as the signatory.

Greenlane Holdings (GNLN) closed its private placement offerings and reshaped its leadership. On October 23, 2025, the company completed cash and cryptocurrency-funded PIPE transactions, issuing 3,328,012 Cash Shares, Pre-Funded Warrants to purchase 9,789,166 shares, and additional Cryptocurrency Pre-Funded Warrants to purchase 15,504,902 shares. It also issued strategic advisor warrants for 5,264,757 shares.

The company reported approximately $24.3 million in net cash proceeds and approximately $19.0 million of additional proceeds in USDT/USDC. Greenlane plans to primarily use proceeds to acquire BERA and establish BERA treasury operations, with $3.0 million allocated to historical operations. As of closing, it referenced holdings of approximately 55 million BERA valued at approximately $110 million, and separately disclosed a current position of 54,227,042 BERA tokens.

Following the closing, two directors resigned and the Board appointed Bruce Linton and William Levy as independent directors designated by Polychain. The Board formed a Digital Assets Committee chaired by Mr. Linton. Greenlane also appointed Benjamin Isenberg as Chief Investment Officer to manage its BERA treasury strategy, with a $400,000 base salary and a $200,000 signing bonus.

Greenlane Holdings, Inc. reported that its Chief Financial Officer and Chief Legal Officer, Lana Reeve, left the company on August 29, 2025. The company stated that her departure was not due to any disagreement related to operations, policies, or practices.

On the same day, Greenlane appointed Vanessa Guzman-Clark, CPA, MBA, MSA as its new Chief Financial Officer, effective immediately. She brings more than 20 years of experience in finance leadership roles at public and private companies, including prior CFO positions and audit experience at PricewaterhouseCoopers.

Her employment agreement, entered into on September 2, 2025, provides a base salary of $250,000 per year, an annual bonus opportunity equal to 50% of base salary, participation in company benefit plans, and customary severance protections. The company also noted there are no family relationships or related-party transactions requiring disclosure.

Greenlane Holdings, Inc. furnished an informational update to investors by submitting a press release under Regulation FD. The company stated that it issued this press release on August 14, 2025 and attached it as Exhibit 99.1. The disclosure is designated under Item 7.01, meaning it is provided for fair disclosure purposes and is not treated as filed for liability purposes under the Exchange Act or incorporated into Securities Act filings.

Greenlane Holdings (Nasdaq:GNLN) filed an 8-K reporting the June 20, 2025 termination of Chief Growth Officer Rob Shields under Item 5.02 (Departure of Certain Officers). The filing provides no reason for the dismissal and discloses no severance, succession plan, or compensatory arrangements. There are no accompanying financial statements or forward-looking updates, making the leadership change the sole material event investors must evaluate.

Greenlane Holdings (NASDAQ: GNLN) has filed an amended 8-K to correct information regarding a Nasdaq compliance extension. The company received notice from Nasdaq on May 30, 2025, granting an extension until July 11, 2025 to regain compliance with the minimum bid price requirement under Listing Rule 5550(a)(2).

This amendment specifically corrects the extension date reported in the original 8-K filed on June 2, 2025. The company faces delisting risk if unable to meet the minimum bid price requirement by the deadline. Management states they will actively monitor the bid price and take necessary steps to regain compliance within the extended period.

• Trading Status: Listed on Nasdaq Capital Market
• Security: Class A Common Stock ($0.01 par value)
• Compliance Issue: Minimum bid price requirement
• Extension Deadline: July 11, 2025