Frederick Charles Mueller - 01 Jun 2025 Form 4 Insider Report for Verano Holdings Corp. (VRNOF)

Role: Director
Signature: /s/ Kevan Fisher, Attorney-in-Fact
Issuer symbol: VRNOF
Transactions as of: 01 Jun 2025
Net transactions value: $0
Form type: 4
Filing time: 03 Jun 2025, 18:25:51 UTC
Previous filing: 11 Mar 2025
Next filing: 03 Dec 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Mueller Frederick Charles	Director	224 WEST HILL STREET, SUITE 400, CHICAGO	/s/ Kevan Fisher, Attorney-in-Fact	03 Jun 2025	0001986135

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	+22,194	+60%	$0.000000	59,013	02 Jun 2025	Direct	F1

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	Award	$0	+19,224	+37%	$0.000000	71,182	01 Jun 2025	Class A Subordinate Voting Shares	19,224	$0.000000	Direct	F2, F3
transaction	VRNOF	Restricted Stock Units	Options Exercise	$0	-18,410	-26%	$0.000000	52,772	02 Jun 2025	Class A Subordinate Voting Shares	18,410	$0.000000	Direct	F1, F4, F5
transaction	VRNOF	Restricted Stock Units	Options Exercise	$0	-3,784	-7.2%	$0.000000	48,988	02 Jun 2025	Class A Subordinate Voting Shares	3,784	$0.000000	Direct	F1, F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	This transaction represents the settlement of vested restricted stock units into Class A Subordinate Voting Shares.
F2	The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2025.
F3	Each restricted stock unit reflects a contingent right to receive one Class A Subordinate Voting Share and will vest 33.33% on June 1, 2026, 33.33% on June 1, 2027 and 33.34% on June 1, 2028.
F4	The restricted stock units disposed in this transaction were granted under the Verano Holdings Corp. Stock and Incentive Plan on August 10, 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, December 1, 2024 and June 1, 2025, and will thereafter vest 25% on December 1, 2025.
F5	The restricted stock units disposed in this transaction settled on June 2, 2025.
F6	The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2024. Each restricted stock unit reflects a contingent right to receive one Class A Subordinate Voting Share and vested 25% on June 1, 2025, and thereafter will vest 25% on each of December 1, 2025, June 1, 2026 and December 1, 2026.