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Verano Holdings Corp.·4

Jun 3, 4:16 PM ET

Miles Aaron Nathaniel 4

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

Research Summary

AI-generated summary of this filing

Updated

Verano (VRNO) CIO Miles Nathaniel Receives Award and Settles RSUs

What Happened
Miles Aaron Nathaniel, Chief Investment Officer of Verano Holdings Corp. (VRNO), had multiple restricted stock unit (RSU) settlements and a new RSU grant on June 1, 2026. Key items:

  • Converted/settled vested RSUs into 55,241 shares (acquired at $0.00).
  • A total of 261,752 RSUs were granted (new award, $0.00 per share) on June 1, 2026.
  • 16,186 shares were withheld to satisfy tax withholding obligations at $1.17/share (total value withheld ≈ $18,938).
  • Additional RSU-related dispositions of 23,843 and 31,398 units were reported as derivative settlements (priced $0.00 on the form).
    These were awards/settlements (not open-market buys or sales); the withholding was to cover taxes, not a market sale.

Key Details

  • Transaction date: June 1, 2026; Form 4 filed June 3, 2026 (file appears timely within the usual two-business-day window).
  • Reported transactions: 55,241 shares acquired (derivative conversion), 261,752 RSUs granted, 23,843 and 31,398 RSUs settled/disposed, and 16,186 shares withheld for taxes at $1.17/share (≈ $18,938).
  • Shares owned after transaction: not specified in the provided excerpt of the filing.
  • Notable footnotes:
    • F1/F4/F5: Several settlements reflect vested RSUs from prior grants (June 1, 2024 and June 1, 2025 grants) that vested in part on June 1, 2026.
    • F2: Withheld shares were remitted to the issuer to satisfy tax obligations and do not represent open-market sales.
    • F6/F7: The 261,752-share award was granted under the company’s plan on June 1, 2026 and will vest over future dates (33.33%/33.33%/33.34% in 2027–2029).

Context

  • These transactions are primarily compensation-related (RSU vesting and a new RSU grant), not purchases or discretionary sales — they don’t necessarily signal the insider buying or selling for market reasons.
  • The 16,186-share withholding (~$18.9k) is routine tax withholding on net-settled RSUs, not an open-market sale.
  • For retail investors, compensation-related insider activity is common; purchases are typically more informative about bullish insider conviction than routine vesting and withholding.

Insider Transaction Report

Form 4
Period: 2026-06-01
Verano Holdings Corp.VRNO
Miles Aaron Nathaniel
Chief Investment Officer
Transactions
  • Exercise/Conversion

    Common Stock, par value $0.001

    [F1]
    2026-06-01+55,241→ 387,664 total
  • Tax Payment

    Common Stock, par value $0.001

    [F2]
    2026-06-01$1.17/sh−16,186$18,938→ 371,478 total
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F1][F4]
    2026-06-01−23,843→ 118,046 total
    Exercise: $0.00→ Common Stock, par value $0.001 (23,843 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F5][F1][F4]
    2026-06-01−31,398→ 86,648 total
    Exercise: $0.00→ Common Stock, par value $0.001 (31,398 underlying)
  • Award

    Restricted Stock Units

    [F6][F7]
    2026-06-01+261,752→ 348,400 total
    Exercise: $0.00→ Common Stock, par value $0.001 (261,752 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

Documents

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