McDermott Edward Aloysious III 4

What Happened Edward Aloysious McDermott III, COO of Verano Holdings Corp. (VRNO), was granted and immediately vested 300,000 restricted stock units (RSUs) that settled into common shares on June 9, 2026. The RSU settlement/conversion was recorded as an exercise/conversion of a derivative at $0.00 (300,000 shares acquired). To satisfy tax withholding obligations, 86,250 of those shares were withheld by the issuer at an effective per-share value of $1.08, totaling $93,150; the withholding is a net settlement to cover taxes, not an open-market sale. Net shares received by McDermott from the grant were 213,750.

Key Details

• Transaction dates: June 9, 2026 (settlement/grant and withholding); Form filed June 10, 2026 (timely).
• SEC transaction codes: M = exercise/conversion of derivative (300,000 shares @ $0.00, acquired); F = tax withholding/payment (86,250 shares @ $1.08, disposed for tax remittance).
• Cash value reported for withholding: 86,250 shares × $1.08 = $93,150. No market value for the full award is provided in the filing.
• Footnotes: F1 — RSUs were granted and fully vested at the time of the grant and settled into common stock on June 9, 2026. F2 — The withheld 86,250 shares were retained to satisfy income tax withholding and remittance obligations and do not represent an open-market sale.
• Shares owned after the transaction are not specified in the provided excerpt.

Context This was a compensatory equity award (RSUs) that vested and converted into shares rather than an outright purchase or a market sale. Withholding shares to cover taxes is a common administrative step in net-settled RSU transactions and should not be interpreted as a discretionary insider sale; however, awards increase insider equity exposure.