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Verano Holdings (VRNO) director adds shares through RSU vesting and new grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Verano Holdings Corp. director Lawrence Randall Hirsh reported compensation-related equity activity, with no open-market buying or selling. On June 1, 2026, he exercised or settled restricted stock units into 10,191 shares of Common Stock, bringing his direct Common Stock holdings to 173,838 shares.

He also received a grant of 53,418 Restricted Stock Units under the Verano Holdings Corp. Stock and Incentive Plan, each representing a contingent right to one share of Common Stock, increasing his RSU balance to 70,020 units. Additional previously granted RSUs vested and were settled that day according to multi-year vesting schedules, reflecting routine incentive compensation rather than discretionary market trades.

Positive

  • None.

Negative

  • None.

Insights

Routine equity vesting and new RSU grant with no open‑market trades.

Director Lawrence Randall Hirsh exercised or settled vested restricted stock units into 10,191 shares of Verano Holdings Corp. Common Stock, and received a new award of 53,418 RSUs. All transactions were recorded at a per-unit price of $0.0000, indicating non-cash compensation events.

The footnotes show these RSUs were granted under the company’s Stock and Incentive Plan with multi-year vesting schedules. Following the transactions, Hirsh held 173,838 Common shares directly and 70,020 RSUs. With no sales or tax-withholding dispositions reported, these actions collectively increase his equity exposure and appear to be standard director compensation.

Insider Hirsh Lawrence Randall
Role null
Type Security Shares Price Value
Exercise Restricted Stock Units 3,784 $0.00 --
Exercise Restricted Stock Units 6,407 $0.00 --
Grant/Award Restricted Stock Units 53,418 $0.00 --
Exercise Common Stock, par value $0.001 10,191 $0.00 --
Holdings After Transaction: Restricted Stock Units — 23,009 shares (Direct, null); Common Stock, par value $0.001 — 173,838 shares (Direct, null)
Footnotes (1)
  1. This transaction represents the settlement of vested restricted stock units into Common Stock, par value $0.001. 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 each of 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.
Common shares acquired via RSU settlement 10,191 shares Settlement of vested RSUs into Common Stock on June 1, 2026
Common shares held after transaction 173,838 shares Direct Common Stock ownership following June 1, 2026 settlement
New RSU grant 53,418 RSUs Restricted Stock Units granted June 1, 2026 under Stock and Incentive Plan
RSUs held after grant 70,020 RSUs Total Restricted Stock Units following June 1, 2026 grant
RSUs exercised in one award 6,407 RSUs Exercise or conversion of derivative RSUs into Common Stock
RSUs exercised in another award 3,784 RSUs Additional RSUs exercised or converted into Common Stock
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."
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.
contingent right financial
"Each restricted stock unit reflects a contingent right to receive one share of Common Stock, par value $0.001"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
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*
Hirsh Lawrence Randall
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock, par value $0.00106/01/2026M(1)10,191A$0173,838D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(2)$006/01/2026M(1)3,784 (3) (3)Common Stock, par value $0.0013,784$023,009D
Restricted Stock Units(4)$006/01/2026M(1)6,407 (3) (3)Common Stock, par value $0.0016,407$016,602D
Restricted Stock Units$006/01/2026A(5)53,418 (6) (6)Common Stock, par value $0.00153,418$070,020D
Explanation of Responses:
1. This transaction represents the settlement of vested restricted stock units into Common Stock, par value $0.001.
2. 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 each of June 1, 2025, December 1, 2025 and June 1, 2026 and thereafter will vest 25% on December 1, 2026.
3. The restricted stock units disposed in this transaction settled on June 1, 2026.
4. 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.
5. The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2026.
6. 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.
/s/ Laura Marie Kalesnik, Attorney-in-Fact06/03/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Verano Holdings (VRNO) director Lawrence Randall Hirsh report?

Lawrence Randall Hirsh reported acquiring shares through equity compensation on June 1, 2026. He settled vested restricted stock units into 10,191 shares of Common Stock and received a new grant of 53,418 RSUs, with no open-market purchases or sales disclosed.

How many Verano Holdings (VRNO) Common Shares does Lawrence Randall Hirsh hold after this Form 4?

After these transactions, Hirsh directly holds 173,838 shares of Verano Holdings Common Stock. This figure reflects his position following the settlement of vested restricted stock units into 10,191 shares on June 1, 2026, as reported in the Form 4 filing.

What Restricted Stock Unit grant did Lawrence Randall Hirsh receive from Verano Holdings (VRNO)?

Hirsh received a grant of 53,418 Restricted Stock Units on June 1, 2026 under the Verano Holdings Corp. Stock and Incentive Plan. Each RSU represents a contingent right to one share of Common Stock, with vesting scheduled in three annual tranches through June 1, 2029.

Were any of Lawrence Randall Hirsh’s Verano Holdings (VRNO) transactions open-market buys or sells?

No, the Form 4 shows no open-market purchases or sales by Hirsh. All reported transactions are equity compensation events, including RSU settlements and a new RSU grant at a stated price of $0.0000 per unit, rather than discretionary market trades.

How many Restricted Stock Units does Lawrence Randall Hirsh hold after these Verano Holdings (VRNO) transactions?

Following the June 1, 2026 grant and related vesting activity, Hirsh holds 70,020 Restricted Stock Units. These RSUs were awarded under the Verano Holdings Corp. Stock and Incentive Plan and are subject to multi-year vesting schedules described in the footnotes.

What do the vesting schedules for Lawrence Randall Hirsh’s Verano (VRNO) Restricted Stock Units indicate?

The vesting schedules show RSUs granted in 2024, 2025, and 2026 vest in staged installments over several years. Portions vested and settled into Common Stock on June 1, 2026, with remaining tranches vesting periodically through December 1, 2026 and June 1, 2029.