Verano (VRNO) officer receives 25,000 fully vested restricted stock units

Rhea-AI Filing Summary

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.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kalesnik Laura Marie

(Last) (First) (Middle)

224 WEST HILL STREET, SUITE 400

(Street)

CHICAGO ILLINOIS 60610

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Verano Holdings Corp. [ VRNO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001	03/16/2026		A(1)		25,000	A	$0	376,388	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This transaction represents the grant and vesting of restricted stock units which will settle into Common Stock, par value $0.001. The restricted stock units were granted on March 16, 2026 and were fully vested at the time of the grant. At the time of filing this Form 4, the restricted stock units have not yet settled into Common Stock.

Remarks:

General Counsel, Chief Legal Officer and Secretary

	/s/ Kevan Fisher, Attorney-in-Fact	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Verano (VRNO) report for Laura Marie Kalesnik?

Verano reported that officer Laura Marie Kalesnik received a grant of 25,000 restricted stock units on March 16, 2026. These units were fully vested at grant and are scheduled to settle into Verano common stock at a later time, according to the Form 4 footnote.

How many Verano (VRNO) shares does Laura Marie Kalesnik hold after this Form 4?

After this equity award, Laura Marie Kalesnik directly holds 376,388 shares of Verano common stock. This total reflects the impact of the 25,000 fully vested restricted stock units reported in the Form 4, even though the units had not yet formally settled into shares.

What type of equity award did Verano (VRNO) grant to Laura Marie Kalesnik?

She received restricted stock units that will settle into Verano common stock. The Form 4 footnote specifies that 25,000 restricted stock units were granted and fully vested on March 16, 2026, but had not yet settled into Common Stock at the time of the filing.

Was any cash paid for the Verano (VRNO) shares received by Laura Marie Kalesnik?

No cash payment is indicated for this award; the reported price per share is $0.0000. This reflects a compensation-related grant of 25,000 restricted stock units that are fully vested and intended to settle into Verano common stock rather than an open-market purchase.

Does the Verano (VRNO) Form 4 indicate an open-market trade by Laura Marie Kalesnik?

The Form 4 does not show an open-market trade; it reports a grant classified as a "Grant, award, or other acquisition." The transaction involves 25,000 fully vested restricted stock units that will later settle into Verano common stock, rather than shares bought or sold on the market.