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Planet 13 (PLNH) outlines ex-CAO Fraser’s severance and benefits

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Planet 13 Holdings Inc. entered into a separation agreement with former Chief Administrative Officer Lee Fraser on April 27, 2026. The agreement provides an aggregate cash severance of $275,000, payable in eleven equal monthly installments, subject to tax withholdings and his continued compliance with the agreement.

Planet 13 will also continue Mr. Fraser’s monthly vehicle allowance and pay COBRA health insurance premiums for him and eligible dependents through February 28, 2027. Certain previously granted restricted stock units will vest or continue vesting, and any unvested equity will fully vest upon a change of control. The agreement includes a general release, cooperation, confidentiality and non-disparagement covenants, and specifies that Mr. Fraser has no post-employment non-compete obligations.

Positive

  • None.

Negative

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Cash severance $275,000 Aggregate severance for former CAO under separation agreement
Installment count 11 monthly installments Schedule for payment of $275,000 severance
COBRA coverage end date February 28, 2027 End of company-paid COBRA health insurance premiums
Agreement date April 27, 2026 Date of separation agreement between Planet 13 and Fraser
separation agreement financial
"Planet 13 Holdings Inc. entered into a separation agreement with the Company’s former Chief Administrative Officer"
A separation agreement is a written contract that spells out the financial and legal terms when an employee and a company part ways, such as final pay, severance, continued benefits, confidentiality, and any release of claims. For investors, it matters because these agreements determine immediate costs, potential future liabilities, and whether departing staff are restricted from competing or disclosing information—factors that can affect a company’s cash flow, risk profile, and leadership continuity.
COBRA financial
"the company agreed to cover the COBRA health insurance premiums for him and his eligible dependents"
COBRA is a U.S. federal law that lets employees and their dependents temporarily keep employer-sponsored health insurance after job loss, reduction in hours, or other qualifying events by paying the premiums themselves. Investors should care because offering COBRA can affect a company’s cash flow, administrative costs and legal disclosures when workforce changes occur—similar to a former club member paying to keep their membership active after leaving the club.
restricted stock unit financial
"a portion of Mr. Fraser’s previously granted restricted stock unit awards would vest or continue to vest"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
change of control financial
"in the event of a change of control, any then-unvested equity awards held by Mr. Fraser will vest in full"
A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.
general release of claims financial
"The Separation Agreement also includes a general release of claims, customary cooperation obligations"
non-disparagement covenants financial
"The Separation Agreement also includes ... confidentiality and non-disparagement covenants"
false 0001813452 0001813452 2026-04-27 2026-04-27
 
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): April 27, 2026
 
PLANET 13 HOLDINGS INC.
(Exact name of registrant as specified in its charter)
 
Nevada
 
000-56374
 
83-2787199
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification Number)
 
2548 West Desert Inn Road, Suite 100
Las Vegas, Nevada
 
89109
(Address of principal executive offices)
 
(Zip Code) 
 
(702) 815-1313
(Registrants telephone number, including area code) 
 
Not applicable
(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 (see General Instruction A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.424)
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On April 27, 2026, Planet 13 Holdings Inc. (the “Company”) entered into a separation agreement with the Company’s former Chief Administrative Officer, Lee Fraser (the “Separation Agreement”).
 
Pursuant to the Separation Agreement, Mr. Fraser is entitled to receive an aggregate cash severance payment of $275,000, payable in eleven equal monthly installments commencing following the effectiveness of the Separation Agreement and concluding no later than February 2027, subject to customary tax withholdings and Mr. Fraser’s continued compliance with the terms of the Separation Agreement. In addition, the Company agreed to pay Mr. Fraser’s monthly vehicle allowance and the company agreed to cover the COBRA health insurance premiums for him and his eligible dependents through February 28, 2027. With respect to equity compensation, the Separation Agreement provides that a portion of Mr. Fraser’s previously granted restricted stock unit awards would vest or continue to vest following his separation.. In addition, in the event of a change of control, any then-unvested equity awards held by Mr. Fraser will vest in full in accordance with the terms of the applicable equity plan or award agreements.
 
The Separation Agreement also includes a general release of claims, customary cooperation obligations, confidentiality and non-disparagement covenants, and provides that Mr. Fraser is not subject to any post-employment non-competition restrictions. The Company’s obligations to provide severance benefits under the Separation Agreement are conditioned upon Mr. Fraser’s continued compliance with its terms.
 
The foregoing description of the Separation Agreement is qualified in its entirety to full text of the Separation Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
 
Item 9.01. Financial Statements and Exhibits.
 
Exhibit
No.
 
Description
     
10.1
 
Separation Agreement, dated April 27, 2026 between Planet 13 Holdings Inc. and Lee Fraser
104
 
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
 
 

 
SIGNATURES
 
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.
 
 
Planet 13 Holdings Inc.
     
Date: May 15, 2026
By:
/s/ Robert Groesbeck
 
Name
Robert Groesbeck
 
Its:
Co-Chief Executive Officer
     
Date: May 15, 2026
By:
/s/ Larry Scheffler
 
Name:
Larry Scheffler
 
Its:
Co-Chief Executive Officer
 
 

FAQ

What did Planet 13 (PLNH) disclose about Lee Fraser in this 8-K?

Planet 13 disclosed a separation agreement with former Chief Administrative Officer Lee Fraser. It outlines cash severance, continued benefits, equity vesting terms, and legal covenants, including a general release and non-disparagement, but no post-employment non-compete restrictions.

How much severance does Planet 13 (PLNH) pay former CAO Lee Fraser?

Lee Fraser will receive $275,000 in cash severance. The amount is paid in eleven equal monthly installments, contingent on the effectiveness of the agreement and his continued compliance with its terms, and is subject to customary tax withholdings.

What benefits will Planet 13 (PLNH) continue for Lee Fraser after separation?

Planet 13 will maintain Fraser’s vehicle allowance and health coverage. The company will pay his monthly vehicle allowance and COBRA health insurance premiums for him and eligible dependents through February 28, 2027, under the separation agreement.

How are Lee Fraser’s equity awards treated in the Planet 13 (PLNH) separation?

A portion of Fraser’s restricted stock units will vest or continue vesting after separation. Additionally, if there is a change of control, any then-unvested equity awards he holds will fully vest according to the applicable equity plan or award agreements.

Does the Planet 13 (PLNH) separation agreement include a non-compete for Lee Fraser?

The separation agreement does not impose post-employment non-compete restrictions on Lee Fraser. It instead includes a general release of claims, cooperation obligations, and confidentiality and non-disparagement covenants governing his conduct after leaving the company.

Filing Exhibits & Attachments

5 documents