Verano Holdings director Tipton sells in three trades

Available on EDGAR 11/13/2026 - 06:11 PM EST Accepted by SEC EDGAR 11/13/2026 - 06:10 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Verano Holdings Corp. (VRNO) director John Allen Tipton sold 2,900 shares on November 11, 2026, at a weighted-average price of $4.7198 per share; 3,500 shares on November 12 at $4.5698; and 3,500 shares on November 13 at $4.2942. The reported weighted-average prices were converted from Canadian dollars using Bank of Canada exchange rates.

All three sales were made under a Rule 10b5-1 trading plan adopted August 11, 2026. The filing reports 92,352 shares held indirectly through his spouse: 70,383 in a trust controlled by her and 21,969 held by her.

Insider Trade Summary 10b5-1

Net Seller: 9,900 shares

Net Sell 3 txns

Insider Tipton John Allen

Role Director

Sold 9,900 shs ($45K)

Type	Security	Shares	Price	Value
Sale	Common Stock, par value $0.001 F1, F4	3,500	$4.2942	$15K
Sale	Common Stock, par value $0.001 F1, F3	3,500	$4.5698	$16K
Sale	Common Stock, par value $0.001 F1, F2	2,900	$4.7198	$14K
Holding	Common Stock, par value $0.001 F5	--	--	--

Holdings After Transaction: Common Stock, par value $0.001 — 855,230 shares (Direct); Common Stock, par value $0.001 — 92,352 shares (Indirect, By spouse)

Footnotes (5)

1. F1. This transaction was affected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 11, 2026.
2. F2. Represents a weighted average sale price for multiple sale transactions ranging from $4.70 to $4.76 per share. The price per share has been converted from Canadian dollars using the exchange rate published by the Bank of Canada on the date of sale or, if unavailable, the date preceding the date of sale. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
3. F3. Represents a weighted average sale price for multiple sale transactions ranging from $4.55 to $4.63 per share. The price per share has been converted from Canadian dollars using the exchange rate published by the Bank of Canada on the date of sale or, if unavailable, the date preceding the date of sale. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
4. F4. Represents a weighted average sale price for multiple sale transactions ranging from $4.28 to $4.31 per share. The price per share has been converted from Canadian dollars using the exchange rate published by the Bank of Canada on the date of sale or, if unavailable, the date preceding the date of sale. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
5. F5. Represents (i) 70,383 shares held in a trust controlled by Mr. Tipton's spouse and (ii) 21,969 shares held by Mr. Tipton's spouse.

Key Figures

Sale, November 11, 2026: 2,900 shares at a weighted-average $4.7198 per share Sale, November 12, 2026: 3,500 shares at a weighted-average $4.5698 per share Sale, November 13, 2026: 3,500 shares at a weighted-average $4.2942 per share +1 more

4 metrics

Sale, November 11, 2026 2,900 shares at a weighted-average $4.7198 per share Weighted-average sale price; individual prices ranged from $4.70 to $4.76 per share and were converted from Canadian dollars.

Sale, November 12, 2026 3,500 shares at a weighted-average $4.5698 per share Weighted-average sale price; individual prices ranged from $4.55 to $4.63 per share and were converted from Canadian dollars.

Sale, November 13, 2026 3,500 shares at a weighted-average $4.2942 per share Weighted-average sale price; individual prices ranged from $4.28 to $4.31 per share and were converted from Canadian dollars.

Indirect shares held 92,352 shares Reported as 70,383 shares in a trust controlled by the reporting person's spouse and 21,969 shares held by the spouse.

Key Terms

Rule 10b5-1 trading plan, weighted average sale price

2 terms

Rule 10b5-1 trading plan regulatory

"the transaction was affected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average sale price financial

"Represents a weighted average sale price for multiple sale transactions"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What shares did Verano director John Allen Tipton sell, and at what prices?

John Allen Tipton reported selling 2,900 shares on November 11, 2026, at a weighted-average $4.7198 per share; 3,500 shares on November 12 at $4.5698; and 3,500 shares on November 13 at $4.2942. The reported weighted-average prices were converted from Canadian dollars using Bank of Canada exchange rates.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

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^*

Tipton John Allen

(Last) (First) (Middle)

224 W 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/11/2026

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	11/11/2026		S(1)		2,900	D	$4.7198(2)	862,230	D
Common Stock, par value $0.001	11/12/2026		S(1)		3,500	D	$4.5698(3)	858,730	D
Common Stock, par value $0.001	11/13/2026		S(1)		3,500	D	$4.2942(4)	855,230	D
Common Stock, par value $0.001								92,352	I	By spouse(5)

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 was affected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 11, 2026.

2. Represents a weighted average sale price for multiple sale transactions ranging from $4.70 to $4.76 per share. The price per share has been converted from Canadian dollars using the exchange rate published by the Bank of Canada on the date of sale or, if unavailable, the date preceding the date of sale. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.

3. Represents a weighted average sale price for multiple sale transactions ranging from $4.55 to $4.63 per share. The price per share has been converted from Canadian dollars using the exchange rate published by the Bank of Canada on the date of sale or, if unavailable, the date preceding the date of sale. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.

4. Represents a weighted average sale price for multiple sale transactions ranging from $4.28 to $4.31 per share. The price per share has been converted from Canadian dollars using the exchange rate published by the Bank of Canada on the date of sale or, if unavailable, the date preceding the date of sale. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.

5. Represents (i) 70,383 shares held in a trust controlled by Mr. Tipton's spouse and (ii) 21,969 shares held by Mr. Tipton's spouse.

	/s/ Kevan Fisher, Attorney-in-Fact	11/13/2026
	** 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)