Miles Aaron Nathaniel 4

4 · Verano Holdings Corp. · Filed Jun 10, 2026

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Updated Jun 10, 2026

Verano (VRNO) CIO Miles Aaron Nathaniel Receives 200,000-Share Award

What Happened

Miles Aaron Nathaniel, Chief Investment Officer of Verano Holdings Corp. (VRNO), received 200,000 restricted stock units (RSUs) that were granted and fully vested on June 9, 2026 and settled into common stock. The settlement shows 200,000 shares acquired at $0.00 (code M).
To satisfy tax withholding obligations, 58,600 of those shares were withheld by the issuer at $1.08 per share, a withholding value of $63,288 (reported as a disposition under code F). This withholding is not a market sale of shares.

Key Details

Transaction date: June 9, 2026; Form 4 filed June 10, 2026 (appears timely).
Acquired: 200,000 shares at $0.00 (conversion/settlement of RSUs, code M).
Withheld/disposed: 58,600 shares at $1.08 for tax withholding, value $63,288 (code F). Footnote clarifies this is issuer withholding to satisfy income tax remittance and not a sale.
Shares owned after the transaction: not specified in the filing.
Footnotes: F1 confirms RSUs were granted and fully vested on June 9, 2026 and settled into common stock; F2 explains withheld shares were remitted for taxes and do not represent a sale.

Context

This was an award/settlement of vested RSUs, not an open-market purchase or sale by the insider. The net effect is the insider received shares but had a portion withheld to cover taxes (a routine administrative step).

Form 4

Period: 2026-06-09

Chief Investment Officer

Transactions

Exercise/Conversion
Common Stock, par value $0.001
[F1]
2026-06-09+200,000→ 571,478 total
Tax Payment
Common Stock, par value $0.001
[F2]
2026-06-09$1.08/sh−58,600$63,288→ 512,878 total

Footnotes (2)

[F1]This transaction represents the grant and vesting of restricted stock units which settled into Common Stock, par value $0.001. The restricted stock units were granted on June 9, 2026 following Board approval and were fully vested at the time of the grant.
[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. Such restricted stock units settled into shares of Common Stock on June 9, 2026.

Signature

/s/ Laura Marie Kalesnik, Attorney-in-Fact|2026-06-10

1 file