Jushi Holdings Inc. 8-K

What Happened

• Jushi Holdings Inc. announced results of its 2026 Annual General and Special Meeting on June 24, 2026. Shareholders approved a special resolution to implement a plan of arrangement to continue (domesticate) the company from British Columbia to the State of Nevada, as described in the meeting circular.
• At the meeting the board size was set at five directors and the following five were elected to terms expiring at the 2027 annual meeting: James A. Cacioppo, Benjamin Cross, Stephen Monroe, Marina Hahn, and Billy Wafford. Macias Gini & O'Connell LLP was ratified as the company’s auditor.

Key Details

• Outstanding voting shares (record date May 8, 2026): 199,696,597 subordinate voting shares. Shares represented at the meeting: 94,457,515 (47.301%).
• Continuance/domestication vote (special resolution): For 49,096,864 (98.649%); Against 587,188 (1.180%); Abstain 85,438 (0.172%); Broker non‑votes 44,688,025.
• Board size vote: For 93,621,122 (99.115%); Against 836,251 (0.885%); Broker non‑votes 142.
• Director election highlights (For / Withhold; broker non‑votes 44,688,025 for each):
  • James A. Cacioppo: 48,988,841 (98.431%) For; 780,649 (1.569%) Withhold.
  • Benjamin Cross: 49,006,681 (98.467%) For; 762,809 (1.533%) Withhold.
  • Stephen Monroe: 49,005,814 (98.466%) For; 763,676 (1.534%) Withhold.
  • Marina Hahn: 49,370,945 (99.199%) For; 398,545 (0.801%) Withhold.
  • Billy Wafford: 49,412,483 (99.283%) For; 357,007 (0.717%) Withhold.
• Auditor ratification: Macias Gini & O'Connell LLP ratified — For 93,040,855 (98.500%); Withheld 1,416,660 (1.500%).
• The company issued a press release on June 24, 2026 announcing the meeting results.

Why It Matters

• The shareholder approval of the continuance/domestication is a material corporate change: it moves Jushi’s legal domicile from Canada (British Columbia) to the U.S. state of Nevada, which can affect the company’s corporate governance and regulatory framework. The filing notes the arrangement as described in the proxy circular.
• Election of the five directors and auditor ratification confirm management and oversight continuity for the next year. Investors should note the modest meeting turnout (47.3% of outstanding shares) and the large block of broker non‑votes (44.7M) that did not vote on certain matters.
• The 8‑K primarily reports the meeting outcomes; any subsequent regulatory steps or filings required to complete the continuance/domestication were not detailed in this report.