Apfelbaum Sean Michael 4

What Happened
Sean Michael Apfelbaum, General Counsel and Corporate Secretary of Vireo Growth Inc. (VREOF), had 133,333 restricted stock units (RSUs) fully vest on May 15, 2026. The RSUs converted into 133,333 ordinary shares; 39,067 of those shares were withheld to cover tax obligations at $0.39 per share (≈ $15,041), leaving a net increase of 94,266 shares. This was an award/vesting event (compensation), not an open-market purchase.

Key Details

• Transaction date: May 15, 2026 (Form 4 filed May 19, 2026 — filed on time).
• Award and conversion: 133,333 RSUs vested and converted into 133,333 shares (codes A and M).
• Tax withholding: 39,067 shares surrendered to pay withholding (code F) at $0.39 per share, totaling ~$15,041.
• Net shares added to Apfelbaum’s position: 94,266 (133,333 − 39,067).
• Shares owned after transaction: Not disclosed in this Form 4.
• Footnotes: F1—each RSU = right to one subordinate voting share; F2—shares withheld to satisfy tax withholding; F3—RSUs fully vested on May 15, 2026.

Context
RSUs are a common form of equity compensation; vesting and the related tax-withholding are routine and do not represent an open-market purchase or sale reflecting a trading decision. The filing shows conversion of RSU derivatives into shares and a share-withholding to satisfy taxes (a common "cashless" withholding mechanism). Transaction codes: A = award/grant, M = exercise/conversion of derivative, F = tax withholding.