Every 8-K that VERANO HLDGS CORP (VRNOF) 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 VRNOF 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 VRNOF filings page.
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. (VRNOF) furnished an earnings press release announcing its financial results for the quarter ended September 30, 2025. The company reported this under Item 2.02 and attached the press release as Exhibit 99.1.
The information was furnished, not filed, pursuant to General Instruction B.2 of the Exchange Act, and is not incorporated by reference into Securities Act or Exchange Act filings.
Verano Holdings Corp. (VRNOF) reported shareholder approval of a plan of arrangement to continue from British Columbia law to Nevada law. At a virtual special meeting, shareholders approved the continuance with 101,714,152 shares voted for (84.8%), 18,147,223 against (15.1%), and 32,066 abstentions (0.1%). As of the record date of September 25, 2025, there were 361,815,879 Class A subordinate voting shares outstanding and entitled to vote.
The company also announced the results via a press release furnished as Exhibit 99.1.
Verano Holdings Corp. filed a current report describing a press release about its upcoming special meeting of stockholders. The meeting will address a proposed continuance of the company from the laws of British Columbia, Canada to the laws of the State of Nevada in the United States. The company has filed meeting materials with the SEC, including a definitive proxy statement filed on September 26, 2025, that provide details on this proposed change. The disclosure notes that Verano’s directors and executive officers may be participants in the proxy solicitation and directs investors and stockholders to review the meeting materials and related documents for important information before making any voting or investment decisions.
Verano Holdings Corp. entered into a new Credit Agreement providing a $75,000,000 revolving loan facility secured mainly by owned real estate of certain subsidiaries. On the September 30, 2025 closing date, the company drew $50,000,000 and used it to prepay outstanding obligations under its 2022 Credit Facility without penalty or premium.
Borrowings under the revolver bear a floating annual interest rate equal to one-month Term SOFR, with a minimum 4% SOFR floor, plus 6%, and mature on September 29, 2028 with no amortization before maturity. The facility is subject to a borrowing base limiting outstanding principal to no more than 60% of the appraised value, net of certain indebtedness, of the pledged real estate. The obligations are guaranteed by Verano on an unsecured basis and include customary covenants and events of default.
Verano Holdings Corp. filed an amended Form 8-K/A to clarify that a previously issued press release about a proposed redomicile from British Columbia to Nevada constitutes solicitation material filed under Rule 14a-12 of the Securities Exchange Act and to add required legal disclaimers under that rule. The amendment references a press release dated September 15, 2025 and includes an Inline XBRL cover page.
Verano Holdings Corp. filed a report stating that it issued a press release about a proposed move of its legal home from British Columbia, Canada to the U.S. state of Nevada. This type of change, known as a redomicile, would shift the company’s place of incorporation but the filing does not describe further details or effects of the proposal.
The press release describing the proposed redomicile is included as Exhibit 99.1, and the company notes that this information is being furnished, not filed, which limits how it is treated under U.S. securities laws.