Verano Holdings Corp. filed a PRE 14A preliminary proxy statement that includes corporate governance materials and the company's bylaws text. The filing reproduces articles covering share structure, share certificates, transfers, meetings, voting, director powers, indemnification and special rights for subordinate and proportionate voting shares. The filing lists beneficial ownership for executives and directors: All directors and executive officers (13 persons) hold 32,804,504 shares or 9.1% in aggregate; individual holdings disclosed include George Archos: 26,963,356 (7.5%) and John Tipton: 3,377,389 (1.0%). Contact and solicitor information for the petitioner is provided, and procedural court/order fields appear as part of the document.
Verano Holdings Corp. Schedule 13D/A discloses that George Archos and related entities hold a combined beneficial ownership stake in Class A subordinate voting shares equal to 26,555,192 shares, or about 7.3% of the outstanding Subordinate Voting Shares (including 8,843 shares underlying currently exercisable options). On August 27, 2025, GP Management transferred 4,420,790 Subordinate Voting Shares to an irrevocable grantor charitable lead unitrust (CLUT) for charitable and estate planning; no consideration was received and the CLUT is not controlled by the Reporting Persons. The filing also states a Limited Consent and Release removed liens on the Co-Borrowers’ shares except for 2,500,000 shares held by Archos Capital.
Amendment to Form 4 for Verano Holdings Corp. (VRNOF) This filing amends a prior Form 4 to correct who transferred certain Class A Subordinate Voting Shares. The Reporting Person, George Peter Archos, reports transactions dated 08/27/2025 that include dispositions of Class A Subordinate Voting Shares, most notably 4,420,790 shares reported disposed at a $0 price and an additional line showing 14,574,055 shares disposed. Following the reported transactions, certain holdings are shown as 5,733,816 shares beneficially owned by GP Management Group, LLC (indirect).
The amendment explains Archos Capital Group, LLC did not transfer 4,420,790 shares as previously reported; instead, a similar transfer was effected with GP Management Group, LLC as transferor. The filing also notes the Reporting Person holds a 2% membership interest in two LLCs and therefore may be deemed to beneficially own shares held by those LLCs, but Mr. Archos expressly disclaims beneficial ownership of the LLCs' shares.