Verano (VRNO) director Archos receives 2.5M shares and 486k RSUs
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Verano Holdings Corp. director and officer George Peter Archos reported several equity compensation events involving the company’s Common Stock, par value $0.001, and restricted stock units. The filing shows compensation-related share awards, RSU vesting and settlement, and routine tax withholding, rather than open‑market trading.
Archos received 2,500,000 shares of common stock at a price of $0.00 per share in a grant or award and exercised derivative securities to acquire additional common shares. The company withheld 18,256 shares at $1.17 per share to satisfy income tax obligations, which the footnotes emphasize does not represent a sale. He also received a new grant of 486,111 restricted stock units, each representing a contingent right to one common share, alongside the vesting and settlement of earlier RSU awards on a defined schedule. After these transactions, Archos directly holds over 14.7 million common shares, with additional indirect interests held through entities and a trust.
Positive
- None.
Negative
- None.
Insider Trade Summary
74,970 shares exercised/converted
Mixed
11 txns
Insider
Archos George Peter
Role
See remarks
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 32,359 | $0.00 | -- |
| Exercise | Restricted Stock Units | 42,611 | $0.00 | -- |
| Grant/Award | Restricted Stock Units | 486,111 | $0.00 | -- |
| Exercise | Common Stock, par value $0.001 | 74,970 | $0.00 | -- |
| Tax Withholding | Common Stock, par value $0.001 | 18,256 | $1.17 | $21K |
| Grant/Award | Common Stock, par value $0.001 | 2,500,000 | $0.00 | -- |
| holding | Common Stock, par value $0.001 | -- | -- | -- |
| holding | Common Stock, par value $0.001 | -- | -- | -- |
| holding | Common Stock, par value $0.001 | -- | -- | -- |
| holding | Common Stock, par value $0.001 | -- | -- | -- |
| holding | Common Stock, par value $0.001 | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 160,205 shares (Direct, null);
Common Stock, par value $0.001 — 14,749,365 shares (Direct, null);
Common Stock, par value $0.001 — 5,733,816 shares (Indirect, By GP Management Group, LLC)
Footnotes (1)
- This transaction represents the settlement of vested restricted stock units into Common Stock, par value $0.001. Represents the number of shares of Common Stock, par value $0.001 that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the restricted stock units and does not represent a sale. 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 June 1, 2026 following Board approval 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. Due to the Reporting Person's 2% membership interest in the E&P Archos Holdings, LLC and E&P Archos Holdings II, LLC (together, the "LLCs"), the Reporting Person may be deemed to beneficially own the number of shares detailed in Table I. This filing shall not be deemed an admission that such Reporting Person is, for purposes of section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of the equity securities reported in Table I owned by the LLCs. Mr. Archos expressly disclaims his beneficial ownership of the shares reported in Table I owned by the LLCs. The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2024. Each restricted stock unit reflects a contingent right to receive one share of Common Stock, par value $0.001 and vested 25% on June 1, 2025, December 1, 2025 and June 1, 2026 and thereafter will vest 25% on December 1, 2026. The restricted stock units disposed in this transaction settled on June 1, 2026. The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2025. Each restricted stock unit reflects a contingent right to receive one share of Common Stock, par value $0.001 and vested 33.33% on June 1, 2026, and thereafter will vest 33.33% on June 1, 2027 and 33.34% on June 1, 2028. The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2026. Each restricted stock unit reflects a contingent right to receive one share of Common Stock and will vest 33.33% on June 1, 2027, 33.33% on June 1, 2028 and 33.34% on June 1, 2029.
Key Figures
Common stock grant: 2,500,000 shares
Tax withholding shares: 18,256 shares at $1.17
Derivative exercise into common: 74,970 shares
+5 more
8 metrics
Common stock grant
2,500,000 shares
Grant or award at $0.00 per share on June 1, 2026
Tax withholding shares
18,256 shares at $1.17
Shares withheld to satisfy income tax obligations
Derivative exercise into common
74,970 shares
Exercise or conversion of derivative security into common stock
New RSU grant
486,111 RSUs
Restricted Stock Units granted at $0.00, each for one common share
Direct common shares after F transaction
14,731,109 shares
Total direct common stock holding after tax-withholding disposition
RSUs following new grant
603,705 RSUs
Total restricted stock units held after June 1, 2026 transactions
Indirect holding via GP Management Group, LLC
5,733,816 shares
Common stock held indirectly through GP Management Group, LLC
Indirect holding via Copperstone Trust
1,817,688 shares
Common stock held indirectly through Copperstone Trust
Key Terms
Restricted Stock Units, Stock and Incentive Plan, income tax withholding, beneficially own, +2 more
6 terms
Restricted Stock Units financial
"The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2024."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Stock and Incentive Plan financial
"The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2024."
income tax withholding financial
"Represents the number of shares of Common Stock...withheld by the issuer to satisfy its income tax withholding and remittance obligations..."
beneficially own financial
"the Reporting Person may be deemed to beneficially own the number of shares detailed in Table I."
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
beneficial ownership financial
"Mr. Archos expressly disclaims his beneficial ownership of the shares reported in Table I owned by the LLCs."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
