Verano Holdings Corp.·4

Jun 3, 5:14 PM ET

Nunez Cristina Maria 4

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

Research Summary

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Verano (VRNO) Director Cristina Nunez Receives RSU Award, Settles Vested RSUs

What Happened
Cristina Nunez, a director of Verano Holdings Corp. (VRNO), had vested restricted stock units (RSUs) settled into 10,192 shares of common stock on June 1, 2026 (recorded as an exercise/conversion, $0.00 per share). On the same date, 3,784 and 6,408 of those shares were disposed (totaling 10,192), consistent with shares withheld/settled to satisfy tax withholding, resulting in no net newly retained common shares from that settlement. Also on June 1, 2026 she was granted 53,418 new restricted stock units (RSUs) (recorded as an award at $0.00 per share).

Key Details

  • Transaction date: June 1, 2026 (filed June 3, 2026). Prices reported: $0.00 (settlement/grant of RSUs, not a cash purchase). Filing appears timely (filed two days after transaction).
  • Items reported: 10,192 shares acquired via conversion/settlement of vested RSUs; 3,784 and 6,408 shares disposed (total 10,192) — withholding/settlement for taxes; 53,418 RSUs granted (unvested).
  • Shares owned after transaction: not specified in the filing.
  • Footnotes: settlement represents conversion of vested RSUs into common stock (F1, F3). The settled RSUs originated from prior grants: June 1, 2024 and June 1, 2025 grants with scheduled vesting (F2, F4). The 53,418 RSUs were granted June 1, 2026 and vest in three equal installments annually starting June 1, 2027 (F5, F6).
  • Transaction codes: M = exercise/conversion of derivative (RSU settlement); A = award/grant. Dispositions reported reflect share settlement/withholding rather than open-market sales.

Context

  • This activity is compensation-related (vesting and a new RSU grant), not an open-market purchase or sale. Shares withheld/disposed to cover taxes are routine and do not necessarily indicate a change in sentiment.
  • The new 53,418 RSU award vests over three years (33.33%/33.33%/33.34%), so economic ownership is contingent on future vesting.

Insider Transaction Report

Form 4
Period: 2026-06-01
Transactions
  • Exercise/Conversion

    Common Stock, par value $0.001

    [F1]
    2026-06-01+10,192163,481 total
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F1][F3]
    2026-06-013,78423,009 total
    Exercise: $0.00Common Stock, par value $0.001 (3,784 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F1][F3]
    2026-06-016,40816,601 total
    Exercise: $0.00Common Stock, par value $0.001 (6,408 underlying)
  • Award

    Restricted Stock Units

    [F5][F6]
    2026-06-01+53,41870,019 total
    Exercise: $0.00Common Stock, par value $0.001 (53,418 underlying)
Footnotes (6)
  • [F1]This transaction represents the settlement of vested restricted stock units into Common Stock, par value $0.001.
  • [F2]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.
  • [F3]The restricted stock units disposed in this transaction settled on June 1, 2026.
  • [F4]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.
  • [F5]The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2026.
  • [F6]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

1 file
  • 4
    primary_doc.xmlPrimary

    PRIMARY DOCUMENT