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|8-KFeb 9, 5:21 PM ET

Greenlane Holdings, Inc. 8-K

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Greenlane Holdings Enters Token Lending & Purchase Agreements with Berachain

What Happened
Greenlane Holdings, through a wholly‑owned subsidiary (Greenlane Subsidiary Inc.), filed an 8‑K on Feb. 9, 2026 disclosing two agreements dated Feb. 4, 2026: a Token Lending Agreement and a Token Purchase and Sale Agreement with Berachain Operations Corporation. Under the agreements, Greenlane’s subsidiary may lend USDC and/or USDT stablecoins to Berachain (the “Lent Tokens”) and may request to buy tranches of BERA tokens from Berachain. Purchases are priced using time‑weighted average pricing and other mechanics; payment can be satisfied in whole or in part by reducing outstanding lent stablecoins.

Key Details

  • Agreements dated Feb. 4, 2026; 8‑K filed Feb. 9, 2026.
  • Lent Tokens: USDC and/or USDT stablecoins; interest rate to be set in individual loan confirmations.
  • Token purchases: BERA acquired by Berachain in market or privately and resold to Greenlane pursuant to tranche notices; pricing uses TWAP and contains market‑out protections and flexible tranche sizing.
  • Settlement: Berachain may retain stablecoin principal and realize trading gains or losses; Greenlane can offset purchase payments by reducing the loan principal.
  • Related party: Berachain may source BERA via BSQD Corp., owned by Greenlane’s CIO Ben Isenberg; any dealings with BSQD would be at arm’s length.
  • Corporate approval: Transactions were unanimously approved by disinterested Board members and ratified by the Audit Committee under Greenlane’s Related Party Transaction Policy.
  • Governance safeguards: independent execution standards, segregation of trading authority, periodic compliance reporting, and quarterly attestations if related‑party market participants are used.

Why It Matters
This arrangement establishes a framework for Greenlane to lend stablecoins and acquire BERA tokens through its counterparty, creating direct exposure to digital‑asset trading, counterparty risk, and market price fluctuations in BERA. The filing discloses a related‑party connection (BSQD/Ben Isenberg) and documents that the Board and Audit Committee reviewed and approved the transactions and included governance measures intended to mitigate conflicts and ensure arm’s‑length execution. Investors should note the company did not disclose loan amounts or fixed interest rates in the 8‑K, so the size and financial impact of these activities remain unspecified.