Every 8-K that Verano Hldgs (VRNO) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow VRNO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full VRNO filings page.
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.
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.
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.
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.”
Verano Holdings Corp. is implementing a 1-for-5 reverse stock split of its common stock. The change is scheduled to take effect at 12:01 a.m. Pacific Time on June 11, 2026, with trading on a split-adjusted basis beginning that day.
Every 5 existing shares will be automatically combined into 1 share. As of June 4, 2026, Verano had 365,077,512 common shares outstanding, which is expected to become approximately 73,015,502 shares after the split, assuming no new issuances. The company expects its stock to continue trading on Cboe Canada and OTCQX under the symbol “VRNO”.
Fractional shares will not be issued; holders entitled to fractional amounts are expected to receive cash based on the closing sale price on Cboe Canada, adjusted for the split, on the trading day before the effective date. Each stockholder’s ownership percentage and voting power are intended to remain the same, aside from rounding effects, and outstanding equity awards and convertible securities will be adjusted proportionately.
Verano Holdings Corp. updated its executive compensation, granting Chair and CEO George Archos a $2,500,000 cash bonus and 2,500,000 restricted stock units that immediately vested into the same number of common shares on June 1, 2026.
On that date, Archos cancelled his more than five-year-old February 2021 employment agreement but remains Chair, Chief Executive Officer and President. His base salary was raised to $650,000, retroactive to January 1, 2026.
He also received annual long-term incentive awards with a grant date value of $568,750 in RSUs and $568,750 in cash, which vest in three equal installments over three years, subject to his continued employment.
Verano Holdings Corp. announced a 1-for-5 reverse stock split of its common stock, expected to become effective on or about June 11, 2026. Every five existing shares will be combined into one share, and stockholders entitled to fractional shares will receive a cash payment instead.
The total outstanding common shares will be reduced from 364,381,806 to 72,876,361, and authorized common shares will be reduced from 5,000,000,000 to 1,000,000,000. Verano states that the reverse split is intended to support a prospective listing on a major U.S. stock exchange, while leaving ownership percentages largely unchanged apart from minor effects from cashing out very small holdings.
Verano Holdings Corp. reported first quarter 2026 results and authorized up to $20 million in share repurchases, covering up to 18,219,090 shares, or 5% of its common stock. Revenue was $208 million, up 1% from the prior quarter and down 1% year-over-year, driven by strong retail performance but pressured by wholesale competition and promotions.
Gross profit was $99 million, a 48% margin, while selling, general and administrative expenses were $86 million, or 41% of revenue. The company posted a net loss of $18 million, or 9% of revenue, mainly due to costs tied to repaying its 2022 credit agreement. Adjusted EBITDA was $49 million, or 24% of revenue, and operating cash flow improved to $19 million. Verano ended March 31, 2026 with $74 million in cash, $395 million of total debt and $276 million of working capital, and reiterated 2026 capital expenditure guidance of $30–$50 million.
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. 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. 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.