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Green Thumb Industries Inc., through subsidiaries RSLGH, LLC and Vision Management Services, LLC, entered into an amendment with RYTHM, Inc. on August 10, 2026. The amendment revises secured convertible notes with $72.0 million principal, pre-funded warrants to purchase 9,731,638 RYTHM common shares, and a shared services agreement.
The changes remove the prior 49.99% beneficial ownership limitation on conversions and exercises, effective October 10, 2026. As a result, Green Thumb states it will be required to consolidate RYTHM in its financial statements from that date, and indicates it does not currently intend to exercise these securities before or after consolidation.
Green Thumb Industries Inc. generated revenue of $306,683 thousand for the quarter and $606,873 thousand for the six months ended June 30 2026, up 5% and 6% from the prior‑year periods. Net income attributable to the company was $4,878 thousand for the quarter and $20,275 thousand year‑to‑date, or $0.02 and $0.09 per diluted share.
Gross margin was 45% for the quarter, down from 50%, as cost of goods sold rose 15%, including $15,750 thousand of licensing fees to RYM, along with Minnesota adult‑use ramp‑up and price compression in certain markets. The effective tax rate was 78.5% for the quarter and 76.64% year‑to‑date under Section 280E, while medical cannabis was reclassified to Schedule III in April 2026 and tax guidance is pending.
Cash and cash equivalents were $283,586 thousand and total assets $2,815,413 thousand as of June 30 2026. Operating cash flow of $104,810 thousand funded $39,077 thousand of capital expenditures and $81,559 thousand of share repurchases, including 13,438,787 Subordinate Voting Shares. The company consolidated eight additional retail dispensary licenses, recognized a $17,000 thousand arbitration award, and had $183,750 thousand of principal outstanding on its $200,000 thousand syndicated credit facility.
Green Thumb Industries Inc. reported second-quarter 2026 results with revenue of $306.7 million, up 4.6% from a year earlier, driven by retail growth in Minnesota and other existing markets amid ongoing price compression. Gross profit was $137.9 million, a 45.0% margin.
The company generated GAAP net income of $4.9 million ($0.02 per share) versus a small loss a year ago. EBITDA was $53.1 million, while Normalized EBITDA, including brand license fees, was $84.3 million, or 27.5% of revenue. Cash flow from operations reached $29.0 million, and cash and equivalents totaled $283.6 million against total debt of $283.0 million.
Income tax expense declined to $12.5 million, primarily due to the Department of Justice's final order reclassifying state-legal medical cannabis to Schedule III and ending Internal Revenue Code Section 280E for portions of the business. The company repurchased about 7.9 million Subordinate Voting Shares for $48.3 million and highlighted upcoming adult-use opportunities in Virginia and recent store openings in New Jersey and Pennsylvania.
Green Thumb Industries Inc. approved an amendment to its Amended and Restated Articles on July 9, 2026 to change the shareholder meeting quorum requirement. The threshold rises from shareholders holding at least 5% of issued voting shares to at least 33 1/3% of issued voting shares.
This change means a larger portion of shares must be represented for shareholder meetings to conduct business. The updated Amended and Restated Articles are provided as an exhibit to the company’s current report.
Green Thumb Industries Inc. held its 2026 Annual and Special Meeting of Shareholders, where investors approved several governance items and routine business matters. Shareholders set the board size at seven directors and elected all seven nominees to serve until the 2027 annual general meeting.
They approved, on an advisory basis, the compensation of the named executive officers and ratified Baker Tilly US, LLP as the Company’s auditors, authorizing the board to set their remuneration and engagement terms. Shareholders also approved an amendment to the Amended and Restated Articles that changes the automatic conversion trigger for Super Voting Shares held by an Initial Holder from 50% to 25% of the original number of such shares.
Goldman Jeffrey H reported acquisition or exercise transactions in this Form 4 filing.
Green Thumb Industries Inc. director Jeffrey H. Goldman reported an equity award in the form of Subordinate Voting Shares. On June 1, 2026, he received a grant of 6,834 Subordinate Voting Shares at a price of $0.00 per share, reflecting compensation rather than a market purchase.
After this award, Goldman directly holds 1,422,061 Subordinate Voting Shares. He also reports indirect holdings of 294,718 Subordinate Voting Shares held by the Amy B. Goldman Trust and 45,013 Subordinate Voting Shares held by the Peter D. Goldman Trust. The filing does not show any open-market buys or sells, only this grant and updated holdings.
Buchan Hannah Scofield reported acquisition or exercise transactions in this Form 4 filing.
Green Thumb Industries Inc. director Hannah Scofield Buchan received a grant of 5,315 Subordinate Voting Shares on June 1, 2026. The shares were awarded at a reported price of $0.00 per share, indicating a compensation-related award rather than an open-market purchase. Following this grant, she directly owns 71,799 Subordinate Voting Shares.
Nadelmann Ethan reported acquisition or exercise transactions in this Form 4 filing.
Green Thumb Industries Inc. director Ethan Nadelmann reported receiving a grant of 5,315 Subordinate Voting Shares. The shares were awarded at a price of $0.00 per share, indicating a compensation-related equity award rather than an open-market purchase.
Following this grant, Nadelmann directly holds a total of 68,309 Subordinate Voting Shares. This filing reflects a routine equity award to a director, with no derivative securities reported as remaining in this Form 4.
Green Thumb Industries Inc. director Dawn Wilson Barnes reported a share grant on a Form 4. On June 1, 2026, she received 5,315 Subordinate Voting Shares as a grant or award at no cash cost per share. Following this compensation-related acquisition, she directly holds 71,186 Subordinate Voting Shares. This filing reflects an equity award rather than an open-market purchase or sale.
Reisin Richard reported acquisition or exercise transactions in this Form 4 filing.
Green Thumb Industries Inc. director Richard Reisin reported an equity award of 7,290 Subordinate Voting Shares on June 1, 2026. The grant was recorded at a price of $0.00 per share, reflecting a compensation-related share award rather than an open-market purchase.
Following this award, Reisin directly holds 79,102 Subordinate Voting Shares. The filing also shows an additional 70,285 Subordinate Voting Shares held indirectly through the Richard A. Reisin Revocable Trust, providing a view of both his direct and trust-related positions.