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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): June 9, 2026
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TRULIEVE CANNABIS CORP.
(Exact Name of Registrant as specified in its charter)
___________________
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| British Columbia | 000-56248 | 84-2231905 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
3494 Martin Hurst Road
Tallahassee, FL 32312
(Address of principal executive offices and zip code)
(850) 298-8866
(Registrant’s telephone number, including area code)
Not Applicable
(Registrant’s name or former address, if change since last report)
___________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| N/A | | N/A | | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. o
Item 8.01 Other Events.
On June 9, 2026, Trulieve Cannabis Corp. (the “Company”) announced that its Board of Directors authorized a share repurchase program pursuant to which the Company may repurchase up to the lesser of (i) $50 million in aggregate value, and (ii) 8,495,038 subordinate voting shares of the Company (being five percent (5%) of the Company’s issued and outstanding subordinate voting shares as at June 8, 2026) over a 12-month period.
Repurchases under the program will be executed in accordance with applicable securities laws and regulations. While the Company intends to proceed with the repurchase program, the repurchase program does not obligate the Company to acquire any specific number of subordinated voting shares and may be suspended, modified, or discontinued at any time at the Company’s discretion. The repurchase program will expire on June 16, 2027 and any subordinate voting shares purchased pursuant to the repurchase program will be cancelled.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No.
| | Description |
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| 99.1 | | Press release dated June 9, 2026 |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Trulieve Cannabis Corp. |
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| By: | | /s/ Eric Powers |
| Name: | | Eric Powers |
| Title: | | Chief Legal Officer |
Date: June 9, 2026
Trulieve Announces Share Repurchase Program TALLAHASSEE, Fla. – June 9, 2026 – Trulieve Cannabis Corp. (CSE: TRUL) (OTCQX: TCNNF) (“Trulieve” or “the Company”), a leading and top-performing medical cannabis company in the U.S., today announced that its Board of Directors authorized a share repurchase program pursuant to which the Company may repurchase up to the lesser of (i) $50 million in aggregate value, and (ii) 8,495,038 subordinate vo ng shares of the Company (being five percent (5%) of the Company’s issued and outstanding subordinate vo ng shares as at June 8, 2026) over a 12-month period. “This program reflects our confidence in the long-term value of the business and our disciplined approach to capital alloca on,” said Kim Rivers, Trulieve Founder and CEO. “We view share repurchases as an important tool to deliver value to shareholders when market condi ons present a compelling opportunity, while maintaining the flexibility to invest in growth and strengthen our balance sheet.” Repurchases under the program will be executed in accordance with applicable securi es laws and regula ons. While the Company intends to proceed with the repurchase program, the repurchase program does not obligate the Company to acquire any specific number of subordinated vo ng shares and may be suspended, modified, or discon nued at any me at the Company’s discre on. The repurchase program will expire on June 16, 2027 and any subordinate vo ng shares purchased pursuant to the repurchase program will be cancelled. Forward-Looking Statements This news release includes forward-looking informa on and statements within the meaning of the Private Securi es Li ga on Reform Act of 1995 and applicable Canadian securi es legisla on. These forward-looking statements relate to the Company’s expecta ons or forecasts and other plans, inten ons, expecta ons, es mates, and beliefs and include, among other things, statements regarding the repurchase of subordinate vo ng shares of the Company. Words such as “expects”, “con nue”, “will”, “an cipates”, and “intends” or similar expressions are intended to iden fy forward-looking statements. These forward-looking statements are based on the Company’s current projec ons and expecta ons about future events and trends that management believes might affect its financial condi on, results of opera ons, business strategy, and financial needs, and on certain assump ons and analysis made by the Company in light of the experience and percep on of historical trends, current condi ons, and expected future developments and other factors management believes are appropriate. Forward-looking informa on and statements involve and are subject to assump ons and known and unknown risks, uncertain es, and other factors which may cause actual events, results, performance, or achievements of the Company to be materially different from future events, results, performance, and achievements expressed or implied by forward-looking informa on and statements herein, including, without limita on, the risks discussed under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 and in our periodic reports subsequently filed with the U.S. Securi es and Exchange Commission and in the Company’s filings on SEDAR+ at www.sedarplus.ca. There can be no assurance that any forward-looking informa on and statements herein will prove to be accurate, and accordingly, readers are advised to rely on their own evalua on of such risks and uncertain es and should not place undue reliance upon such forward-looking informa on and
statements. Any forward-looking informa on and statements herein are made as of the date hereof and, except as required by applicable laws, the Company assumes no obliga on and disclaims any inten on to update or revise any forward-looking informa on and statements herein or to update the reasons that actual events or results could or do differ from those projected in any forward-looking informa on and statements herein, whether as a result of new informa on, future events or results, or otherwise. About Trulieve Trulieve is an industry leading, ver cally integrated cannabis company and mul -state operator in the U.S., with established medical marijuana opera ons in Florida, Georgia, Pennsylvania, and West Virginia. Driven by a core mission to expand access to cannabis, Trulieve serves customers with innova ve, high-quality branded products and excep onal experiences. With scaled opera ons in a rac ve markets and targeted expansion through its hub strategy, Trulieve is poised for accelerated growth. Trulieve is currently listed on the CSE under the symbol TRUL and currently trades on the OTCQX market under the symbol TCNNF. For more informa on, please visit Trulieve.com. Facebook: @Trulieve Instagram: @Trulieve X: @Trulieve Investor and Media Contact Chris ne Hersey, Chief Corporate Affairs and Strategy Officer +1 (424) 202-0210 Chris ne.Hersey@Trulieve.com