Welcome to our dedicated page for Terrascent SEC filings (Ticker: TSNDF), 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.
TerrAscend Corp. filings document the regulatory record of a Canadian cannabis operator whose common shares trade on OTCQX under TSNDF. Its Form 8-K reports furnish quarterly and annual operating results, preliminary results, business highlights, and continuing-operations measures for the company’s retail, wholesale, cultivation, processing, and manufacturing activities.
Other filings cover governance and capital-structure matters, including definitive proxy materials for annual shareholder votes, director elections, auditor ratification, executive officer appointments and compensation arrangements, and unregistered securities disclosures involving convertible promissory notes. The filing record also reflects material agreements, risk-factor context, and disclosures tied to TerrAscend’s cannabis operations and discontinued Michigan operations.
TerrAscend Corp. is asking shareholders to approve a special resolution authorizing a share consolidation across all classes of shares within a flexible range. The Board could consolidate each of the 309,175,647 outstanding Common Shares, along with Exchangeable and Preferred Shares, into one post-consolidation share for every five to twenty pre-consolidation shares, at any time up to August 24, 2027.
The Board says the main goal is to support a broader capital markets strategy, including the possibility of applying to list the Common Shares on a major U.S. exchange such as the NYSE or Nasdaq, which require a minimum bid price of $4.00 per share. The Board believes a higher per‑share price could expand the investor base, reduce perceived volatility and help attract and retain employees, while stressing that there is no assurance the consolidation will raise or sustain the share price or result in a U.S. listing.
If approved, the Board may, but is not required to, implement the consolidation at a chosen ratio; fractional shares would be cancelled for no consideration. Voting requires a two‑thirds majority of votes cast, and the Board unanimously recommends voting in favor.
TerrAscend Corp. has filed a preliminary proxy statement for an August 24, 2026 special shareholders’ meeting to vote on a share consolidation of its common, exchangeable and preferred shares. The board may set a ratio between one-for-five and one-for-twenty, with timing at its discretion within 12 months of approval.
The company states the consolidation is intended to help meet minimum share price requirements for a potential listing on a major U.S. stock exchange. TerrAscend also redefined its reportable segments to New Jersey, Maryland, Pennsylvania and All other segments, and has recast prior-period segment data without changing previously reported consolidated financial statements.
TerrAscend Corp. director Craig A. Collard reported compensation-related option changes. He received an award of 150,000 employee share options, each allowing purchase of one common share at an exercise price of $0.26 per share, expiring on April 24, 2029.
In a separate transaction on the same date, he disposed of 150,000 existing employee share options back to the issuer at an exercise price of $6.44 per share, also expiring on April 24, 2029. These are non-market transactions reflecting option grant and return to the company, not open-market buying or selling of common shares.
TerrAscend Corp.’s Chief People and Legal Officer, Lynn K. Gefen, reported compensation-related option changes involving employee share options tied to common shares. On the reported date, she received 325,000 options with a $0.2600 exercise price expiring on November 20, 2034, while 325,000 previously held options with a $0.8600 exercise price and the same expiration date were returned to the issuer.
She also received 281,250 options at an exercise price of $0.2600 expiring on September 23, 2032, replacing 281,250 options at $1.3200 with that expiration. In a similar adjustment, she received 275,000 options at $0.2600 expiring on May 25, 2032, while 275,000 options at $3.9020 with that expiration were disposed of to the issuer. The filing does not show any open-market stock purchases or sales.
TerrAscend Corp. President and CEO Ziad Ghanem reported compensation-related option changes. He received two new employee share option grants for a total of 675,000 options to buy Common Shares at an exercise price of $0.26 per share, with expirations in 2032. On the same date, he disposed of (returned to the issuer) 675,000 previously held options with higher exercise prices of $1.32 and $5.55 per share. These are non-market, administrative equity award adjustments rather than open-market share purchases or sales.
TerrAscend Corp. director Edward J. Schutter acquired secured convertible debentures with an aggregate principal amount of $1,000,000 in a private placement that closed on June 23, 2026. The debentures bear interest at 8.00% per year, payable quarterly in arrears in cash or, at the company’s election, by adding interest to principal.
The debentures are convertible into Common Shares at a conversion price of $0.87 per share, representing 1,149,425 underlying Common Shares. They mature on September 30, 2031. After these transactions, Schutter directly holds 2,451,337 Common Shares. The filing also updates his holdings to remove 2,000 earlier convertible debentures that had matured and were repaid entirely in cash.
TerrAscend Corp. insiders associated with JW Asset Management and Jason G. Wild reported administrative changes to their employee stock options. On June 24, 2026, a prior shareholder-approved plan took effect, reducing the exercise price of previously granted options to $0.26 per common share.
The filing shows new options for 1,000,000 and 200,000 shares at this $0.26 strike being recorded, while options for the same amounts at higher exercise prices of $3.16 and $10.79 were simultaneously returned to the company. The number of optioned shares is unchanged and no open-market buying or selling occurred.
TerrAscend Corp. is asking shareholders to approve a resolution authorizing the board to effect a share consolidation at a ratio chosen within a range of one post-consolidation share for every five to twenty pre-consolidation shares. The special meeting will be held virtually on August 24, 2026 and the record date for voting is June 30, 2026. If approved, the Board may implement the consolidation at any time prior to August 24, 2027, select the exact whole-number ratio within the approved range, and cancel fractional post-consolidation shares for no consideration. The Board states the consolidation is intended to support potential U.S. exchange listing considerations including meeting a minimum bid price of $4.00, but implementation is discretionary and subject to TSX acceptance and other conditions.
TerrAscend Corp. completed a private placement of secured convertible debentures, raising aggregate gross proceeds of US$21.7 million. The company used about US$11.1 million to retire senior unsecured convertible debentures maturing in 2026, with the balance earmarked for mergers and acquisitions and debt repayment or refinancing.
The new debentures mature on September 30, 2031, bear interest at 8.00% in cash with an option for higher-rate paid-in-kind interest, and are convertible at US$0.87 per share. Full conversion of the principal issued at the initial closing would result in about 24.9 million new common shares. TerrAscend also amended its US$219.0 million FG Loan to permit up to US$25.0 million of these debentures and made a US$10.0 million prepayment on the FG Loan.
TerrAscend Corp. reported results from its June 9, 2026 annual shareholder meeting held virtually. Shareholders elected five directors, including Craig Collard and Jason Wild, with roughly 146.7 million votes cast for each and significant broker non-votes reflecting non‑voting street‑held shares.
Investors also ratified MNP LLP as auditor for the year ending December 31, 2026 and renewed the company’s stock option and share unit plans by approving all unallocated awards under each plan, as required by Toronto Stock Exchange rules. As of April 13, 2026, TerrAscend had 309,561,287 common shares outstanding, with 195,790,029 represented at the meeting.