Welcome to our dedicated page for Verano Hldgs SEC filings (Ticker: VRNOF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Verano Holdings Corp. filings document the regulatory record of a Nevada-domiciled, multi-state cannabis company with common stock listed for trading on Cboe Canada. Form 8-K reports furnish quarterly results, announce corporate and capital actions, and record material events involving officer roles, consulting arrangements, equity awards and shareholder-approved corporate status matters.
Proxy materials cover annual meeting procedures, director elections, stockholder voting, executive compensation and equity incentive plan disclosures. The filing record also documents the company's redomicile from British Columbia to Nevada, share repurchase authorization mechanics, common-stock structure, governance practices and operations in regulated medical and adult-use cannabis markets.
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. 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. 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 relatively flat results for the quarter ended March 31, 2026, with revenue of $208.2 million versus $209.8 million a year earlier and a stable gross margin of 47.5%. Retail contributed about two-thirds of sales, supported by new Florida stores and product launches, while wholesale faced competitive pressure.
The company posted a net loss of $17.8 million compared with a $11.5 million loss, mainly due to a $5.7 million loss on extinguishing its 2022 credit facility. It refinanced this with a new $195 million term loan maturing in 2029 and expanded its real-estate-backed revolver to $100 million. Cash from operations improved to $18.6 million, ending the quarter with $74.0 million in cash and total assets of $1.71 billion.
Verano continues to carry significant tax-related liabilities, reflected in an income tax expense of $11.6 million on a pre-tax loss, driven by Section 280E and uncertain tax positions. After quarter-end, a federal order rescheduled medical cannabis to Schedule III and opened a pathway away from 280E for state-licensed medical operations, and the board authorized a share repurchase program for up to 18.2 million shares or $20 million over 12 months.
Verano Holdings Corp. reported relatively flat results for the quarter ended March 31, 2026, with revenue of $208.2 million versus $209.8 million a year earlier and a stable gross margin of 47.5%. Retail contributed about two-thirds of sales, supported by new Florida stores and product launches, while wholesale faced competitive pressure.
The company posted a net loss of $17.8 million compared with a $11.5 million loss, mainly due to a $5.7 million loss on extinguishing its 2022 credit facility. It refinanced this with a new $195 million term loan maturing in 2029 and expanded its real-estate-backed revolver to $100 million. Cash from operations improved to $18.6 million, ending the quarter with $74.0 million in cash and total assets of $1.71 billion.
Verano continues to carry significant tax-related liabilities, reflected in an income tax expense of $11.6 million on a pre-tax loss, driven by Section 280E and uncertain tax positions. After quarter-end, a federal order rescheduled medical cannabis to Schedule III and opened a pathway away from 280E for state-licensed medical operations, and the board authorized a share repurchase program for up to 18.2 million shares or $20 million over 12 months.
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. 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. is asking stockholders to vote at its virtual 2026 annual meeting on June 18, 2026. The proxy seeks approval to elect five directors, hold an advisory say-on-pay vote on named executive officer compensation, ratify Macias Gini & O’Connell LLP as auditor for 2026, and reapprove the Verano Stock and Incentive Plan so awards can be granted until June 18, 2029.
The equity plan can cover up to 10% of shares outstanding; as of April 20, 2026, 18,872,735 shares of Common Stock remained available, under 6% of the 364,381,806 shares outstanding on April 24, 2026. Verano operates in 13 U.S. states with 162 retail dispensaries and 14 cultivation and processing facilities totaling over 1.1 million square feet of capacity, and its Common Stock trades on Cboe Canada under “VRNO” and on the OTCQX.
Verano Holdings Corp. is asking stockholders to vote at its virtual 2026 annual meeting on June 18, 2026. The proxy seeks approval to elect five directors, hold an advisory say-on-pay vote on named executive officer compensation, ratify Macias Gini & O’Connell LLP as auditor for 2026, and reapprove the Verano Stock and Incentive Plan so awards can be granted until June 18, 2029.
The equity plan can cover up to 10% of shares outstanding; as of April 20, 2026, 18,872,735 shares of Common Stock remained available, under 6% of the 364,381,806 shares outstanding on April 24, 2026. Verano operates in 13 U.S. states with 162 retail dispensaries and 14 cultivation and processing facilities totaling over 1.1 million square feet of capacity, and its Common Stock trades on Cboe Canada under “VRNO” and on the OTCQX.
Verano Holdings Corp. Chief People Officer Destiny Lynn Thompson reported equity compensation changes tied to her departure. On April 20, 2026, 51,295 restricted stock units converted into Common Stock, and 12,492 shares were withheld by Verano to cover income tax obligations, not as an open-market sale. Certain restricted stock units granted on June 1, 2024 and June 1, 2025 vested early on April 18, 2026 and settled on April 20, 2026 under a Separation Agreement and General Release. Unvested restricted stock units not subject to accelerated vesting were forfeited and will not vest. After these transactions, Thompson directly owned 315,527 shares of Common Stock.
Verano Holdings Corp. Chief People Officer Destiny Lynn Thompson reported equity compensation changes tied to her departure. On April 20, 2026, 51,295 restricted stock units converted into Common Stock, and 12,492 shares were withheld by Verano to cover income tax obligations, not as an open-market sale. Certain restricted stock units granted on June 1, 2024 and June 1, 2025 vested early on April 18, 2026 and settled on April 20, 2026 under a Separation Agreement and General Release. Unvested restricted stock units not subject to accelerated vesting were forfeited and will not vest. After these transactions, Thompson directly owned 315,527 shares of Common Stock.
Verano Holdings Corp. officer Laura Marie Kalesnik reported a tax-related share withholding, not an open-market sale. On March 23, 2026, 6,088 shares of common stock were withheld by the company to cover income tax obligations from restricted stock units that vested March 16, 2026. After this non-market transaction, she directly holds 370,300 shares.
Verano Holdings Corp. officer Laura Marie Kalesnik reported a tax-related share withholding, not an open-market sale. On March 23, 2026, 6,088 shares of common stock were withheld by the company to cover income tax obligations from restricted stock units that vested March 16, 2026. After this non-market transaction, she directly holds 370,300 shares.
Verano Holdings Corp. director John Allen Tipton reported compensation-related equity movements. On March 16, 2026, vested restricted stock units covering 168,971 underlying shares of Common Stock were settled into shares, with all related derivative positions fully exercised.
To cover income tax obligations from this settlement, 51,936 Common Stock shares were withheld by the company at $1.18 per share, and this did not represent a market sale. The same day, Tipton received a grant of 909,090 fully vested restricted stock units as inducement for future services under a consulting agreement following his retirement as an officer.
After these transactions, Tipton held 4,325,649 Common Stock shares directly and 461,758 shares indirectly through his spouse and a spouse-controlled trust. The filing also corrects prior disclosures, reducing his previously reported beneficial ownership by 220,157 shares due to an earlier inadvertent error.
Verano Holdings Corp. director John Allen Tipton reported compensation-related equity movements. On March 16, 2026, vested restricted stock units covering 168,971 underlying shares of Common Stock were settled into shares, with all related derivative positions fully exercised.
To cover income tax obligations from this settlement, 51,936 Common Stock shares were withheld by the company at $1.18 per share, and this did not represent a market sale. The same day, Tipton received a grant of 909,090 fully vested restricted stock units as inducement for future services under a consulting agreement following his retirement as an officer.
After these transactions, Tipton held 4,325,649 Common Stock shares directly and 461,758 shares indirectly through his spouse and a spouse-controlled trust. The filing also corrects prior disclosures, reducing his previously reported beneficial ownership by 220,157 shares due to an earlier inadvertent error.
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. 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. insider George Archos has updated his reported ownership of the company’s common stock. As of January 8, 2026, he may be deemed to beneficially own 26,655,532 shares of common stock, or about 7.3% of the class, including 8,843 shares underlying currently exercisable stock options granted under the company’s stock and incentive plan. Related entities he controls include Archos Capital Group, LLC with 4,420,790 shares (about 1.2%), Copperstone Trust with 1,817,688 shares (about 0.5%), and GP Management Group, LLC with 5,733,816 shares (about 1.6%).
On December 1, 2025, 132,639 restricted stock units held by Mr. Archos vested, resulting in 100,340 net shares issued after 32,299 shares were withheld for taxes. The amendment also notes that a prior security interest over 2,500,000 shares of common stock held by Archos Capital has been released after loan obligations were paid in full, and other stock-pledge security interests related to loans made by Mr. Archos have also been terminated.
Verano Holdings Corp. insider George Archos has updated his reported ownership of the company’s common stock. As of January 8, 2026, he may be deemed to beneficially own 26,655,532 shares of common stock, or about 7.3% of the class, including 8,843 shares underlying currently exercisable stock options granted under the company’s stock and incentive plan. Related entities he controls include Archos Capital Group, LLC with 4,420,790 shares (about 1.2%), Copperstone Trust with 1,817,688 shares (about 0.5%), and GP Management Group, LLC with 5,733,816 shares (about 1.6%).
On December 1, 2025, 132,639 restricted stock units held by Mr. Archos vested, resulting in 100,340 net shares issued after 32,299 shares were withheld for taxes. The amendment also notes that a prior security interest over 2,500,000 shares of common stock held by Archos Capital has been released after loan obligations were paid in full, and other stock-pledge security interests related to loans made by Mr. Archos have also been terminated.