Edward Aloysious McDermott III - 07 Mar 2025 Form 4 Insider Report for Verano Holdings Corp. (VRNOF)

Role
Chief Operating Officer
Signature
/s/ Kevan Fisher, Attorney-in-Fact
Issuer symbol
VRNOF
Transactions as of
07 Mar 2025
Net transactions value
-$5,001
Form type
4
Filing time
11 Mar 2025, 19:41:37 UTC
Previous filing
04 Dec 2024
Next filing
03 Jun 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VRNOF Class A Subordinate Voting Shares Options Exercise $0 +30,767 +32% $0.000000 127,405 07 Mar 2025 Direct F1
transaction VRNOF Class A Subordinate Voting Shares Options Exercise $0 +15,921 +12% $0.000000 143,326 07 Mar 2025 Direct F1
transaction VRNOF Class A Subordinate Voting Shares Sale $5,001 -7,692 -5.4% $0.6501 135,634 10 Mar 2025 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction VRNOF Restricted Stock Units Options Exercise $0 -46,972 -15% $0.000000 269,052 07 Mar 2025 Class A Subordinate Voting Shares 46,972 $0.000000 Direct F1, F3, F4, F5
transaction VRNOF Restricted Stock Units Options Exercise $0 -24,307 -9% $0.000000 244,745 07 Mar 2025 Class A Subordinate Voting Shares 24,307 $0.000000 Direct F1, F4, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 This transaction represents the settlement of vested restricted stock units into Class A Subordinate Voting Shares.
F2 This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2023. All shares were sold at a price of $0.6501.
F3 The restricted stock units disposed in this transaction were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2023. Each restricted stock unit reflects a contingent right to receive one Class A Subordinate Voting Share and vested 25% on each of June 1, 2024 and December 1, 2024 and will thereafter vest 25% on each of June 1, 2025 and December 1, 2025.
F4 The restricted stock units disposed in this transaction settled on March 7, 2025.
F5 The restricted stock units were net-settled to satisfy withholding tax obligations, resulting in the issuance of 30,767 Class A subordinate voting shares.
F6 The restricted stock units disposed in this transaction were granted under the Verano Holdings Corp. Stock and Incentive Plan on September 1, 2023. Each restricted stock unit reflects a contingent right to receive one Class A Subordinate Voting Share and vested 25% on each of June 1, 2024 and December 1, 2024 and will thereafter vest 25% on each of June 1, 2025 and December 1, 2025.
F7 The restricted stock units were net-settled to satisfy withholding tax obligations, resulting in the issuance of 15,921 Class A subordinate voting shares.