Welcome to our dedicated page for Verano Hldgs 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.
Verano Holdings Corp. (VRNO) files reports and disclosures with the U.S. Securities and Exchange Commission that provide detailed insight into its multi-state cannabis operations, capital structure and material agreements. As a Nevada corporation with a vertically integrated cannabis business spanning 13 states, Verano uses SEC filings to document key contracts, financing arrangements and other significant events.
On this page, you can review Verano’s current and historical SEC filings, including Forms 8-K that describe material events. For example, the company reported a First Amendment to its Credit Agreement and related credit documents, which increased the commitment under its revolving credit facility from $75,000,000 to $100,000,000, extended the maturity date to February 28, 2029 and adjusted the borrowing base advance rate tied to appraised real estate collateral. Such filings outline terms of direct financial obligations and changes in borrowing capacity that are relevant to understanding Verano’s balance sheet.
Other SEC reports for Verano may include periodic filings that discuss its vertically integrated model, multi-state footprint, cultivation and processing facilities, and risk factors associated with operating in regulated cannabis markets. Forms related to material contracts, debt arrangements and other events help investors track how Verano finances its operations and responds to regulatory and market developments.
Stock Titan’s platform enhances access to these documents with AI-powered summaries that explain complex filing language in simpler terms. Users can quickly identify the key points in lengthy reports, monitor new filings as they appear in the EDGAR system, and focus on items such as material definitive agreements, changes to credit facilities and other disclosures that shape the investment profile of VRNO.
Verano Holdings Corp. Chief People Officer Destiny Lynn Thompson reported equity compensation changes tied to her departure. On April 20, 2026, 51,295 restricted stock units converted into Common Stock, and 12,492 shares were withheld by Verano to cover income tax obligations, not as an open-market sale. Certain restricted stock units granted on June 1, 2024 and June 1, 2025 vested early on April 18, 2026 and settled on April 20, 2026 under a Separation Agreement and General Release. Unvested restricted stock units not subject to accelerated vesting were forfeited and will not vest. After these transactions, Thompson directly owned 315,527 shares of Common Stock.
Verano Holdings Corp. officer Laura Marie Kalesnik reported a tax-related share withholding, not an open-market sale. On March 23, 2026, 6,088 shares of common stock were withheld by the company to cover income tax obligations from restricted stock units that vested March 16, 2026. After this non-market transaction, she directly holds 370,300 shares.
Verano Holdings Corp. director John Allen Tipton reported compensation-related equity movements. On March 16, 2026, vested restricted stock units covering 168,971 underlying shares of Common Stock were settled into shares, with all related derivative positions fully exercised.
To cover income tax obligations from this settlement, 51,936 Common Stock shares were withheld by the company at $1.18 per share, and this did not represent a market sale. The same day, Tipton received a grant of 909,090 fully vested restricted stock units as inducement for future services under a consulting agreement following his retirement as an officer.
After these transactions, Tipton held 4,325,649 Common Stock shares directly and 461,758 shares indirectly through his spouse and a spouse-controlled trust. The filing also corrects prior disclosures, reducing his previously reported beneficial ownership by 220,157 shares due to an earlier inadvertent error.
Kalesnik Laura Marie reported acquisition or exercise transactions in this Form 4 filing.
Verano Holdings Corp. officer Laura Marie Kalesnik reported an equity compensation grant on Common Stock, par value $0.001. She received 25,000 restricted stock units on March 16, 2026, with a reported grant price of $0.0000 per share. The units were fully vested at the time of grant and will settle into Common Stock later; at the time of the Form 4 filing they had not yet settled. Following this award, her direct holdings in Verano common shares increased to 376,388 shares.
Verano Holdings Corp. announced that John Tipton retired from his role as President of the Southern Region and from all officer, manager and employee positions on March 16, 2026. He will continue to serve on the Board of Directors.
On the same date, Verano entered into a one-year consulting agreement with Tipton, expiring March 16, 2027, under which he will provide consulting and advisory services nationally and in Florida. The agreement includes customary representations, covenants and confidentiality provisions and may be extended by mutual agreement.
At retirement, 168,971 restricted stock units and $603,125 of prior long-term incentive cash awards vested in full. As consideration for the consulting agreement and future services, Tipton received 909,090 RSUs that vested into an equal number of common shares, a $100,000 cash payment, and $35,000 per month during the consulting term.
Verano Holdings Corp. is a vertically integrated U.S. cannabis operator with businesses in 13 states, including 160 retail dispensaries and 14 cultivation and processing facilities with over 1.1 million square feet of cultivation capacity as of March 10, 2026. Its portfolio spans medical and adult-use products under brands such as Verano, MÜV, Zen Leaf and others, sold through company-operated and third‑party retail channels.
The company operates entirely in U.S. cannabis, which remains illegal under federal law despite extensive state-level legalization. The filing highlights significant regulatory uncertainty around potential federal rescheduling following a December 18, 2025 executive order directing agencies to expedite moving cannabis to Schedule III, which could ease tax burdens but would not fully legalize adult use.
Verano details a leveraged capital structure and recent refinancing steps. A $350 million senior secured term loan entered in 2022 has been partially prepaid and fully refinanced. The company added a real estate-backed revolving credit facility, expanded it from $75 million to $100 million, and on March 11, 2026 closed a new $195 million senior secured term loan maturing in 2029, using Revolver borrowings and the new term loan to retire the 2022 facility, including a prepayment premium.
Verano Holdings Corp. is a vertically integrated U.S. cannabis operator with businesses in 13 states, including 160 retail dispensaries and 14 cultivation and processing facilities with over 1.1 million square feet of cultivation capacity as of March 10, 2026. Its portfolio spans medical and adult-use products under brands such as Verano, MÜV, Zen Leaf and others, sold through company-operated and third‑party retail channels.
The company operates entirely in U.S. cannabis, which remains illegal under federal law despite extensive state-level legalization. The filing highlights significant regulatory uncertainty around potential federal rescheduling following a December 18, 2025 executive order directing agencies to expedite moving cannabis to Schedule III, which could ease tax burdens but would not fully legalize adult use.
Verano details a leveraged capital structure and recent refinancing steps. A $350 million senior secured term loan entered in 2022 has been partially prepaid and fully refinanced. The company added a real estate-backed revolving credit facility, expanded it from $75 million to $100 million, and on March 11, 2026 closed a new $195 million senior secured term loan maturing in 2029, using Revolver borrowings and the new term loan to retire the 2022 facility, including a prepayment premium.
Verano Holdings Corp. reported fourth quarter 2025 revenue of $207 million, up slightly from the prior quarter but below the prior year, with gross margin improving to 51%. The quarter still produced a sizable net loss of $183 million, largely due to impairment charges, though Adjusted EBITDA was $56 million, or 27% of revenue.
For full year 2025, revenue was $822 million, down from $879 million in 2024, while net loss narrowed to $258 million as impairments and operating expenses declined. Adjusted EBITDA reached $229 million with $53 million of operating cash flow and $41 million of capital expenditures.
The company highlighted a strengthened balance sheet strategy, closing a new $195 million senior secured term loan at an initial 9.5% annual interest rate and drawing the remaining $50 million under its revolving credit facility to refinance its 2022 credit agreement. As of December 31, 2025, Verano held $83 million in cash, $400 million of total debt and 363,245,512 common shares outstanding, operating 160 dispensaries and 14 production facilities across 13 U.S. states.
Verano Holdings Corp. reported fourth quarter 2025 revenue of $207 million, up slightly from the prior quarter but below the prior year, with gross margin improving to 51%. The quarter still produced a sizable net loss of $183 million, largely due to impairment charges, though Adjusted EBITDA was $56 million, or 27% of revenue.
For full year 2025, revenue was $822 million, down from $879 million in 2024, while net loss narrowed to $258 million as impairments and operating expenses declined. Adjusted EBITDA reached $229 million with $53 million of operating cash flow and $41 million of capital expenditures.
The company highlighted a strengthened balance sheet strategy, closing a new $195 million senior secured term loan at an initial 9.5% annual interest rate and drawing the remaining $50 million under its revolving credit facility to refinance its 2022 credit agreement. As of December 31, 2025, Verano held $83 million in cash, $400 million of total debt and 363,245,512 common shares outstanding, operating 160 dispensaries and 14 production facilities across 13 U.S. states.
Verano Holdings Corp. VP and Corporate Controller Josh Heine reported routine equity compensation activity tied to previously granted restricted stock units. He settled 817 vested RSUs into an equal number of common shares at a conversion price of $0.00 per share.
To cover income tax obligations, 283 of those common shares were withheld by the company at $1.29 per share, which the footnotes state does not represent a market sale. After these transactions, Heine directly holds 4,122 common shares and 27,981 restricted stock units that continue to vest under the company’s stock and incentive plan.
Verano Holdings Corp. amended its senior revolving credit facility, increasing the total lending commitment from $75,000,000 to $100,000,000. The amendment also pushes back the date when all outstanding amounts are due in full from September 29, 2028 to February 28, 2029, giving the company more time before the loan must be repaid. In addition, the borrowing base was revised so the company can borrow up to 80%, instead of 60%, of the appraised value of the pledged real estate, after certain debt is netted out. No new collateral was added, and some real estate can still be released as collateral if specific conditions are met. Verano later issued a press release describing these credit facility changes.
Verano Holdings Corp. insider George Archos has updated his reported ownership of the company’s common stock. As of January 8, 2026, he may be deemed to beneficially own 26,655,532 shares of common stock, or about 7.3% of the class, including 8,843 shares underlying currently exercisable stock options granted under the company’s stock and incentive plan. Related entities he controls include Archos Capital Group, LLC with 4,420,790 shares (about 1.2%), Copperstone Trust with 1,817,688 shares (about 0.5%), and GP Management Group, LLC with 5,733,816 shares (about 1.6%).
On December 1, 2025, 132,639 restricted stock units held by Mr. Archos vested, resulting in 100,340 net shares issued after 32,299 shares were withheld for taxes. The amendment also notes that a prior security interest over 2,500,000 shares of common stock held by Archos Capital has been released after loan obligations were paid in full, and other stock-pledge security interests related to loans made by Mr. Archos have also been terminated.