Hirsh Lawrence Randall 4

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

AI-generated summary of this filing

Updated Jun 3, 2026

Verano (VRNO) Director Lawrence Hirsh Receives RSU Grant and Settles Vested RSUs

What Happened

Lawrence Hirsh, a director of Verano Holdings Corp. (VRNO), had restricted stock units (RSUs) settle into 10,191 shares on June 1, 2026 (conversion reported at $0.00 per share). The filing also shows same‑day dispositions of 3,784 and 6,407 RSU‑related units (total 10,191). In addition, Hirsh was awarded 53,418 RSUs on June 1, 2026 (reported as a grant at $0.00 per unit). These transactions are compensation/derivative‑related activity rather than an open‑market buy.

Key Details

Transaction date(s): June 1, 2026; Form 4 filed June 3, 2026 (timely filing).
Prices reported: $0.00 per share/unit (RSU settlement and grant; no cash consideration shown).
Shares involved: 10,191 RSUs converted to common stock; 3,784 and 6,407 RSU‑related disposals (total 10,191); 53,418 RSUs newly granted.
Shares owned after transaction: Not specified in the Form 4 disclosure provided.
Relevant footnotes / vesting:
- The converted/settled RSUs reflect vested awards granted June 1, 2024 and June 1, 2025 under the company’s Stock and Incentive Plan (vest schedules noted in the filing).
- The new 53,418 RSU grant (June 1, 2026) vests 33.33% on June 1, 2027, 33.33% on June 1, 2028 and 33.34% on June 1, 2029.
- The filing notes the disposed RSUs settled on June 1, 2026.
No 10b5‑1 plan, late filing, or other special filing notes were indicated in the provided filing.

Context

These transactions represent RSU settlement/conversion and a new RSU award — common executive/director compensation activity. The conversion and immediate dispositions reported the same day are derivative/settlement actions (the filing does not state the reason for the disposals, e.g., sale or tax withholding). Such award settlements and grants are not the same signal as an open‑market purchase or sale by an insider.

Form 4

Period: 2026-06-01

Director

Transactions

Exercise/Conversion
Common Stock, par value $0.001
[F1]
2026-06-01+10,191→ 173,838 total
Exercise/Conversion
Restricted Stock Units
[F2][F1][F3]
2026-06-01−3,784→ 23,009 total
Exercise: $0.00→ Common Stock, par value $0.001 (3,784 underlying)
Exercise/Conversion
Restricted Stock Units
[F4][F1][F3]
2026-06-01−6,407→ 16,602 total
Exercise: $0.00→ Common Stock, par value $0.001 (6,407 underlying)
Award
Restricted Stock Units
[F5][F6]
2026-06-01+53,418→ 70,020 total
Exercise: $0.00→ Common 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

1 file