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. (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. (VRNOF) files a definitive proxy statement that includes governance provisions, shareholder voting rules and director/executive beneficial ownership. The Bylaws require a quorum of one-third of shares for stockholder meetings. The filing describes domestication steps: the Company will file Articles of Domestication with the Nevada Secretary of State under Nevada Revised Statutes and related requirements to complete domestication from British Columbia to Nevada. A beneficial ownership table lists major holders among directors and named executive officers: George Archos holds 26,963,356 shares (7.5%), John Tipton holds 3,377,389 shares (1.0%), and all directors and executive officers as a group (thirteen persons) hold 32,804,504 shares (9.1%). The document also details shareholder dissent rights, procedures and timelines for notices, waivers and valuation when dissent is exercised.
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 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 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 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 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.
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.
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.