Miles Aaron Nathaniel 4

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).