Leventis James Angelo 4

4 · Verano Holdings Corp. · Filed Jun 3, 2026

AI-generated summary of this filing

Updated Jun 3, 2026

Verano (VRNO) Chief Strategy & Compliance Officer Receives 243,055 RSUs

What Happened

James Angelo Leventis, Verano's Chief Strategy & Compliance Officer, received a grant of 243,055 restricted stock units (RSUs) and had previously vested RSUs convert into common stock on June 1, 2026. The filing shows conversions/settlements of 24,126 RSU-derived shares (recorded as derivative conversions at $0.00). To satisfy tax withholding, 7,070 shares were withheld (recorded as disposed at $1.17, value $8,272). No open-market purchases or sales were reported.

Key Details

Transaction date: June 1, 2026; Form 4 filed June 3, 2026 (timely — within the two-business-day requirement).
Grants/Conversions recorded:
- Grant/Award (A): 243,055 RSUs @ $0.00 (new award granted on June 1, 2026).
- Conversion/settlement (M): 24,126 shares acquired @ $0.00 (vested RSUs converted to common stock).
- Conversions/settlements (M): 11,021 and 13,105 shares reported as disposed (these entries reflect settled RSUs reported in the filing).
- Tax withholding (F): 7,070 shares withheld @ $1.17, value $8,272 (withholding to satisfy income tax obligations; not a public sale).
Shares owned after transaction: Not specified in the filing.
Relevant footnotes: RSU grants originate from plans dated June 1, 2024 and June 1, 2025 (vesting schedules described in the filing) and the June 1, 2026 grant vests in future tranches. The filing clarifies withheld shares were remitted to satisfy tax withholding and do not represent a sale.

Context

These transactions are compensation-related (RSU grants and settlements), not open-market buys or discretionary insider sales. The conversions are standard net settlements and tax withholding associated with vesting and do not necessarily signal a change in insider sentiment.

Form 4

Period: 2026-06-01

See remarks

Transactions

Exercise/Conversion
Common Stock, par value $0.001
[F1]
2026-06-01+24,126→ 179,347 total
Tax Payment
Common Stock, par value $0.001
[F2]
2026-06-01$1.17/sh−7,070$8,272→ 172,277 total
Exercise/Conversion
Restricted Stock Units
[F3][F1][F4]
2026-06-01−11,021→ 50,341 total
Exercise: $0.00→ Common Stock, par value $0.001 (11,021 underlying)
Exercise/Conversion
Restricted Stock Units
[F5][F1][F4]
2026-06-01−13,105→ 37,236 total
Exercise: $0.00→ Common Stock, par value $0.001 (13,105 underlying)
Award
Restricted Stock Units
[F6][F7]
2026-06-01+243,055→ 280,291 total
Exercise: $0.00→ Common Stock, par value $0.001 (243,055 underlying)

Footnotes (7)

[F1]This transaction represents the settlement of vested restricted stock units into Common Stock, par value $0.001.
[F2]Represents the number of shares of Common Stock, par value $0.001 that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the restricted stock units and does not represent a sale.
[F3]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 share of Common Stock, par value $0.001 and vested 25% on each of June 1, 2025, December 1, 2025 and June 1, 2026 and thereafter will vest 25% on December 1, 2026.
[F4]The restricted stock units disposed in this transaction settled on June 1, 2026.
[F5]The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2025. Each restricted stock unit reflects a contingent right to receive one share of Common Stock, par value $0.001 and vested 33.33% on June 1, 2026, and thereafter will vest 33.33% on June 1, 2027 and 33.34% on June 1, 2028.
[F6]The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2026.
[F7]Each restricted stock unit reflects a contingent right to receive one share of Common Stock and will vest 33.33% on June 1, 2027, 33.33% on June 1, 2028 and 33.34% on June 1, 2029.

Signature

/s/ Laura Marie Kalesnik, Attorney-in-Fact|2026-06-03

1 file