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iAnthus Capital Holdings, Inc. reported the results of its 2026 annual general meeting of shareholders. As of the May 6, 2026 record date, there were 6,972,551,786 common shares outstanding, and 3,812,342,744 shares were represented in person or by proxy, constituting a quorum.
Shareholders elected five directors — Scott Cohen, Kenneth W. Gilbert, Michelle Mathews-Spradlin, Richard Proud and Alexander Shoghi — with approximately 3.75 billion votes cast in favor for each nominee and no votes against, plus broker non-votes.
Shareholders also approved the re-appointment of PKF O’Connor Davies, LLP as auditor for the fiscal year ending December 31, 2026, with 3,810,688,656 votes for and 1,654,088 abstentions. A press release announcing these results was issued and attached as an exhibit.
iAnthus Capital Holdings, Inc. is asking shareholders to vote at its virtual 2026 annual meeting on June 25, 2026, including electing five directors and re-appointing PKF LLP as auditor. Shareholders of record as of May 6, 2026 may vote one share per common share held.
The proxy explains virtual-only participation procedures for registered and beneficial holders, principal shareholders’ positions, board and committee structure, and executive pay. It also reviews the 2022 recapitalization that exchanged secured and unsecured debentures for equity and new debt, significantly altering the company’s ownership profile.
Ware Jason Matthew reported acquisition or exercise transactions in this Form 4 filing.
iANTHUS CAPITAL HOLDINGS, INC. reported a Form 4 showing CFO Jason Matthew Ware received a grant of 78,947,368 restricted stock units under the company’s Amended and Restated Omnibus Incentive Plan. Each unit represents a contingent right to one common share or an equivalent cash amount after vesting.
The restricted stock units are scheduled to vest on the first anniversary of the grant date, subject to Ware’s continued service with the company. Shares or cash tied to vested units will be delivered within 73 days after the applicable vesting date. Following this grant, 78,947,368 units are reported as directly held.
iAnthus Capital Holdings reported fiscal first quarter 2026 results showing lower sales and a return to loss. Revenue was $33.5 million, down $1.8 million from Q4 2025 and $4.6 million from Q1 2025. Gross profit was $15.9 million, with gross margin improving sequentially to 47.5% from 42.7%, but below 49.5% a year earlier.
The company posted a net loss of $14.3 million, compared with a net loss of $14.1 million in Q4 2025 and net income of $5.2 million in Q1 2025. Adjusted EBITDA was $3.4 million, down from $5.4 million in Q4 2025 but slightly above $3.2 million a year ago, reflecting weaker top-line performance partly offset by better gross margin.
iAnthus Capital Holdings reported Q1 2026 net revenues of $33.5 million, down from $38.1 million a year earlier, and a net loss of $14.3 million versus prior-year net income of $5.2 million. Gross profit fell to $15.9 million from $18.9 million.
Total assets were $255.8 million, but liabilities of $372.7 million left shareholders’ deficit at $116.8 million. Long-term debt rose to $198.7 million, and uncertain tax position liabilities increased to $70.6 million.
The company generated $1.0 million of operating cash flow and ended the quarter with $11.1 million in cash. Management disclosed substantial doubt about iAnthus’s ability to continue as a going concern due to recurring losses, working capital deficiency, and high leverage.
iAnthus Capital Holdings, Inc. filed an initial insider ownership report for its CFO, Jason Matthew Ware, on Form 3. This filing identifies him as an officer of the company and establishes his status as a reporting person, but the provided data shows no reported transactions or derivative positions.
iAnthus Capital Holdings appointed Jason Ware as Chief Financial Officer effective April 29, 2026, while former CFO Justin Vu resigned and will support a transition as a consultant for up to six weeks. Ware has more than twenty years of finance leadership experience at consumer and retail brands including Genesco, Nutrafol, Victoria’s Secret and L Brands.
Under his employment agreement, Ware receives a $325,000 annual base salary, an annual target bonus equal to 50% of base salary, and a guaranteed $100,000 portion of his first-year bonus, tied to performance metrics such as company EBITDA. He is also granted restricted stock units valued at $300,000, vesting over three years, with accelerated vesting and cash severance protections in certain termination or Change of Control scenarios.
Vu’s separation package includes $17,307 in cash severance, COBRA premium reimbursement through December 31, 2026, accelerated vesting of one-third of his original RSU award, and a short-term consulting engagement at his base-salary rate.
iAnthus Capital Holdings reported weaker results for the year ended December 31, 2025. Full-year revenue was $144.0 million, down 14.1% from 2024, while gross profit fell to $65.7 million. Despite higher gross margin of 45.6%, profitability deteriorated.
The company posted a net loss of $40.2 million for 2025, compared with a net loss of $7.6 million in 2024. Adjusted EBITDA declined to $13.0 million from $23.9 million. In Q4 2025, revenue was $35.3 million and net loss was $14.1 million, with Adjusted EBITDA of $5.4 million.
iAnthus Capital Holdings, Inc. reports on a year marked by broad U.S. cannabis operations, balance-sheet restructuring and significant asset sales. The company operates a vertically integrated platform with 40 dispensaries and four cultivation/processing facilities across seven states as of December 31, 2025, with about 173,000 square feet of built-out cultivation and processing space and capacity to harvest roughly 43,000 pounds of biomass annually, rising to about 55,000 pounds when additional space is utilized.
The report highlights a highly regulated operating environment, reliance on state-level cannabis regimes despite continuing U.S. federal illegality, and a stated substantial doubt about the company’s ability to continue as a going concern. iAnthus completed a large recapitalization in 2022 that gave secured and unsecured debtholders about 97% of the equity and replaced prior debentures with new 8% secured and unsecured notes due June 24, 2027. During 2024 and 2025 it executed multiple portfolio moves, including acquiring the Cheetah cannabis distillate brand for approximately $3.5 million, selling Massachusetts, Nevada and Arizona assets for combined consideration exceeding $45 million in cash and notes, and realizing gains on deconsolidation and disposals while also recording a credit loss on unpaid Massachusetts note receivables.
iAnthus Capital Holdings, Inc. extended the maturity date of its senior secured bridge notes totaling approximately US$8.4 million and highlighted operating initiatives in Florida and New Jersey. The bridge notes, issued on February 2, 2021, now mature on June 24, 2027 instead of February 16, 2026, in exchange for an amendment fee equal to 2% of each note’s principal, payable at the new maturity date.
The company plans to open its 26th GrowHealthy dispensary in Tequesta, Florida, on or about March 27, 2026, subject to regulatory approvals, aiming to improve patient access in Palm Beach County. In New Jersey, iAnthus expanded its brand portfolio by growing distribution of The Vault, a curated line of legacy cannabis genetics targeted at distinct consumer segments.