Welcome to our dedicated page for TILRAY BRANDS SEC filings (Ticker: TLRY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page compiles Tilray Brands, Inc. (TLRY) filings with the U.S. Securities and Exchange Commission, providing a structured view of the company’s regulatory disclosures. As a Nasdaq-listed issuer, Tilray uses SEC reports to communicate financial performance, governance matters, capital structure changes, and other material events related to its cannabis, beverage, wellness, and distribution businesses.
Current and periodic reports such as Form 8-K and the annual proxy statement offer insight into Tilray’s corporate actions and shareholder decisions. Recent 8-K filings describe, for example, the approval and implementation of a one-for-ten reverse stock split of Tilray’s common stock, including the effective date, trading on a split-adjusted basis, and the stated objectives of aligning shares outstanding with peers, appealing to institutional investors, and reducing annual meeting costs. Other 8-Ks report on annual meeting voting results, unregistered sales of equity securities in debt-for-equity exchanges, and the release of earnings press statements.
Proxy materials such as the definitive proxy statement (DEF 14A) detail board structure, director elections, auditor ratification, advisory votes on executive compensation, and proposed governance changes. These documents explain how Tilray’s board is classified, what proposals are presented to stockholders, and how the company conducts its virtual annual meetings.
Investors also look to Tilray’s Forms 10-K and 10-Q (accessible through EDGAR) for segment information across cannabis, beverage, wellness, and distribution, as well as discussions of non-GAAP measures like adjusted EBITDA, adjusted gross profit, and net (debt) cash referenced in earnings releases. Form 4 and related insider transaction reports, when filed, can be used to monitor share transactions by Tilray’s officers, directors, and significant shareholders.
On Stock Titan, Tilray’s SEC filings are updated in near real time from EDGAR, and AI-powered summaries help explain the key points of lengthy documents such as annual reports, quarterly reports, and complex 8-Ks. This allows users to quickly understand changes in capital structure, governance, and financial performance without reading every page, while still having direct access to the full filings for deeper analysis.
Tilray Brands (TLRY) director David G. Hopkinson reported two equity-compensation transactions. On 29 Jul 2025 he received 431,034 new restricted stock units (RSUs); these cliff-vest one year from grant, with accelerated vesting only on death or disability and full forfeiture upon voluntary resignation before that date. On 30 Jul 2025 a prior RSU award vested, converting 124,378 units into common shares via an “M” code (derivative conversion) at an indicated price of $0.61 per share.
After the transactions Hopkinson directly holds 335,563 common shares and 431,034 unvested RSUs; no derivative balance remains from the vested grant. The Form 4 shows no open-market purchases or sales, suggesting these are routine director compensation events rather than directional trades.
Tilray Brands, Inc. (TLRY) – Form 4 filing dated 07/31/2025. Director David F. Clanachan reported two equity events. On 07/30/2025, 124,378 restricted-stock units (RSUs) vested; at the $0.61 reference price the shares converted to common stock (transaction code “M”). To cover withholding taxes, the company retained 65,921 shares (code “F”), leaving the insider with net 58,457 new shares. His direct common-stock holding rises to 170,959 shares after the transactions.
Separately, on 07/29/2025 the director received a new grant of 431,034 RSUs (code “A”). These units vest in one year, subject to continuous service, with accelerated vesting only upon death or disability; voluntary resignation triggers forfeiture. After the grant, Clanachan holds 431,034 unvested RSUs and zero vested units remaining from the prior award.
No open-market purchases or sales occurred, and there is no impact on Tilray’s cash flow or share count beyond ordinary share issuance for equity compensation. The filing primarily signals continued board-level equity alignment rather than a directional view on TLRY’s valuation.
On 29-30 Jul 2025 Tilray Brands (TLRY) director Renah Persofsky reported routine equity compensation activity. A new grant of 431,034 RSUs (cliff-vest one year from grant) was recorded on 29 Jul. On 30 Jul, 124,378 LTIP RSUs vested (Code M) and converted 1-for-1 into common shares. To satisfy withholding taxes, 65,921 shares were automatically surrendered to the company (Code F) at an implied $0.61.
After the transactions Persofsky holds 133,805 common shares directly (up by 58,457 net shares) plus 431,034 unvested RSUs. No open-market buying or selling occurred, and no cash changed hands. The filing does not indicate any change in role; Persofsky remains a non-executive director. Overall, the activity is typical for equity-based compensation and modestly increases insider ownership, offering a minor signal of continued alignment with shareholders.
CFO Carl A. Merton reported routine equity-compensation activity at Tilray Brands (TLRY).
- New award: 1,208,339 RSUs granted on 07/29/25 (Code A); vest 50% on 07/29/26 and 50% on 07/29/27, subject to continued employment.
- Vesting & conversion: 166,558 previously awarded RSUs vested and were converted to common shares on 07/30/25 (Code M).
- Tax withholding: 88,276 shares were withheld by the company at $0.61 per share to satisfy payroll taxes (Code F).
- Post-transaction holding: Merton now holds 876,351 TLRY shares directly; unvested RSUs are excluded.
The Form 4 shows no open-market purchase or discretionary sale—only automatic settlement and withholding. The large RSU grant raises future dilution risk but strengthens management-equity alignment.
Tilray Brands, Inc. (TLRY) – Form 4 (filed 07/31/2025)
President & CEO Irwin D. Simon reported several equity transactions dated 07/29-30/2025:
- RSU vesting: 1,176,467 previously granted 2024 RSUs vested on 07/30/2025 and converted into an equal number of common shares (code M) at a stated price of $0.61.
- Tax withholding: 623,528 shares were automatically withheld by the company to cover related taxes (code F) at the same $0.61 price.
- Post-transaction ownership: Simon now holds 4,494,572 common shares directly, plus 1,176,467 derivative RSUs that remain from the 2024 award.
- New long-term incentive grant: 8,568,966 RSUs awarded on 07/29/2025 (code A). These vest in two equal tranches on 07/29/2026 and 07/29/2027, contingent on continued employment; unvested units are forfeited upon voluntary resignation.
After the transactions, Simon’s derivative holdings total 8,568,966 RSUs, aligning future compensation with share performance. No open-market purchases or sales were reported; activity is limited to equity compensation and tax-related withholding.
Tilray Brands, Inc. (TLRY) – Form 4 filing: Chief Financial Officer Carl A. Merton purchased 33,500 shares of common stock on 30 Jul 2025 in an open-market transaction (code “P”) at $0.5952 per share, spending roughly $20,000.
The purchase lifts his directly held stake to 798,069 shares, a figure that also counts 20,000 shares owned by his spouse and excludes unvested RSUs. No derivative securities were involved. Insider buying by a senior executive can signal confidence in the company’s prospects, although the dollar amount is modest relative to Tilray’s market capitalization.