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Verano Holdings Corp. (VRNO) SEC Filings

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Welcome to our dedicated page for Verano Holdings SEC filings (Ticker: VRNO), 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.

Our SEC filing database is enhanced with expert analysis from Rhea-AI, providing insights into the potential impact of each filing on Verano Holdings's stock performance. Each filing includes a concise AI-generated summary, sentiment and impact scores, and end-of-day stock performance data showing the actual market reaction. Navigate easily through different filing types including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, proxy statements (DEF 14A), and Form 4 insider trading disclosures.

Designed for fundamental investors and regulatory compliance professionals, our page simplifies access to critical SEC filings. By combining real-time SEC filing updates, Rhea-AI's analytical insights, and historical stock performance data, we provide comprehensive visibility into Verano Holdings's regulatory disclosures and financial reporting.

Rhea-AI Summary

Verano Holdings Corp. (VRNO) reported that officer Josh Heine, VP, Corporate Controller, settled 163 restricted stock units into an equal number of shares of Common Stock on September 8, 2026 under the company’s Stock and Incentive Plan. Of these, 48 shares were withheld by Verano to cover income tax withholding at $6.16 per share, which the filing states does not represent a sale. The RSUs were originally granted on March 25, 2024 and vest in four 25% installments. After this settlement, 17,091 restricted stock units remain outstanding for Heine. Verano completed a 1-for-5 reverse stock split on June 11, 2026, and all share figures in this report are adjusted to reflect that split. No Rule 10b5-1 trading plan is reported.

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Rhea-AI Summary

Verano Holdings Corp., a vertically integrated U.S. cannabis operator active in 13 states, reported Q2 2026 revenues of $217.9 million, up from $202.3 million a year earlier. Gross profit declined to $99.7 million from $113.0 million as cost of goods sold increased. Income from operations fell to $3.1 million and the net loss attributable to the company was $13.4 million (basic and diluted loss per share $0.18), versus a $19.2 million loss in Q2 2025.

For the first six months of 2026, revenue was $426.1 million compared with $412.1 million in 2025, with a net loss of $31.2 million. Operating cash flow improved sharply to $49.2 million from $12.7 million, supporting capex of $26.8 million. Cash and cash equivalents were $85.2 million and total assets $1.70 billion. Debt totaled $392.6 million, including a new $195.0 million senior secured term loan under the 2026 Credit Agreement and $100.0 million drawn on a real-estate backed revolver. Stockholders’ equity was $676.5 million, while uncertain tax positions stood at $400.7 million, contributing to highly unusual effective tax rates influenced by U.S. tax code Section 280E and evolving cannabis rescheduling.

On June 11, 2026 Verano effected a 1‑for‑5 reverse stock split, reducing issued common shares to 73.5 million and authorized common shares to 1.0 billion, with all per‑share data retroactively adjusted. A new repurchase program authorizes buybacks of up to 5% of outstanding common stock or $20 million; during Q2, Verano repurchased 320,000 shares for $2.0 million. Assets held for sale totaled $23.9 million, primarily cultivation and retail facilities, and the company recorded a $4.1 million impairment on a Massachusetts cultivation asset as fair value declined.

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Rhea-AI Summary

Verano Holdings Corp. reported second quarter 2026 results with revenues, net of discounts, of $218 million, up 5% versus the prior quarter and 8% year-over-year. Gross profit was $100 million, a 46% margin, and income from operations was $3.1 million.

The company recorded a net loss attributable to Verano of $13 million, a 6% net loss margin, while Adjusted EBITDA was $51 million, or 24% of revenue. Net cash provided by operating activities was $31 million and capital expenditures were $12 million in the quarter.

As of June 30, 2026, Verano reported current assets of $404 million, including cash and cash equivalents of $85 million, working capital of $295 million, and total debt, net of issuance costs, of $393 million. The company authorized a $20 million stock repurchase program, repurchased $2 million of stock, completed a 1-for-5 reverse stock split, and operated 163 dispensaries across 13 states.

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Verano Holdings Corp. registers up to $1,000,000,000 of Common Stock, Warrants, Rights and Units under a shelf prospectus dated July 8, 2026. The shelf permits one or more offerings of any combination of the listed securities, to be sold from time to time with prospectus supplements.

The prospectus notes Verano’s U.S. operations across 13 states, including 162 retail dispensaries and 14 cultivation and processing facilities with over 1.1 million square feet of cultivation capacity. The filing describes uses of proceeds as general corporate purposes and incorporates prior Form 10-K and recent 8-Ks by reference.

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Verano Holdings Corp. — This Schedule 13G/A (Amendment No. 3) states that Eminence Capital, LP and Ricky C. Sandler report shared advisory relationships to certain funds and a separately managed account holding Class A Subordinate Voting Shares of Verano Holdings Corp. The cover data incorporated by reference shows 0% beneficial ownership and zero sole/shared voting and dispositive power attributed to the Reporting Persons. The filing clarifies corporate and business addresses and notes that the statement is not an admission of beneficial ownership under Section 13G.

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Verano Holdings Corp. reported that its Board of Directors approved updates to its Code of Business Conduct and Ethics on June 20, 2026. The revisions align the Code with other corporate governance documents, better reflect the company’s Nevada domicile, and refresh language on corporate opportunities, competition and fair dealing, confidentiality, and protection and proper use of company assets.

The company states that the underlying ethical principles remain substantively unchanged and that no waivers for any officer, director, or employee result from these updates. The full revised Code is filed as Exhibit 14.1 and will also be available on the company’s investor website.

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Verano Holdings Corp. reported the results of its 2026 annual stockholder meeting held virtually on June 18, 2026. As of the April 24, 2026 record date, 364,381,806 shares of common stock were outstanding and entitled to vote; these figures do not reflect the reverse stock split effective June 11, 2026.

Stockholders elected five directors for terms expiring at the 2027 annual meeting, with support ranging from 80.23% to 98.76% of votes cast. A non-binding advisory vote approved named executive officer compensation, with 93.64% of shares voted in favor.

Stockholders also ratified Macias Gini & O’Connell LLP as independent registered public accounting firm for the year ending December 31, 2026, with 98.37% of votes cast in favor. In addition, they reapproved the Verano Holdings Corp. Stock and Incentive Plan, including all unallocated entitlements, allowing awards to be granted under the plan until June 18, 2029, with 93.87% of shares voted in favor.

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Verano Holdings Corp. has completed a 1-for-5 reverse stock split of its common stock, effective June 11, 2026, along with a proportionate reduction in authorized shares. Every five pre-split shares were combined into one share, with no change to par value.

Issued shares declined from 367,690,781 before the split to approximately 73,918,135 afterward, while authorized shares were reduced from 5,000,000,000 to 1,000,000,000. Fractional shares will not be issued; affected stockholders are expected to receive a cash payment based on the adjusted Cboe Canada closing price.

The company states that stockholders’ percentage ownership and voting power remain essentially unchanged apart from fractional share adjustments. Verano’s stock continues to trade as “VRNO” on Cboe Canada and will trade as “VRNOD” on OTCQX for 20 business days before reverting to “VRNO.”

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Verano Holdings Corp. reported a Form 4 for Chief Marketing Officer David Spreckman showing a compensation-related equity grant and associated tax withholding. On June 9, 2026, he acquired 150,000 shares of common stock through the vesting of restricted stock units that settled into shares. The company then withheld 43,950 shares at an implied price of $1.08 per share to satisfy income tax obligations, which the filing states does not represent a sale. Following these transactions, Spreckman directly owned 372,783 shares of Verano common stock.

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FAQ

How many Verano Holdings (VRNO) SEC filings are available on StockTitan?

StockTitan tracks 62 SEC filings for Verano Holdings (VRNO), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Verano Holdings (VRNO)?

The most recent SEC filing for Verano Holdings (VRNO) was filed on September 10, 2026.