Welcome to our dedicated page for TILRAY BRANDS SEC filings (Ticker: TLRY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page compiles Tilray Brands, Inc. (TLRY) filings with the U.S. Securities and Exchange Commission, providing a structured view of the company’s regulatory disclosures. As a Nasdaq-listed issuer, Tilray uses SEC reports to communicate financial performance, governance matters, capital structure changes, and other material events related to its cannabis, beverage, wellness, and distribution businesses.
Current and periodic reports such as Form 8-K and the annual proxy statement offer insight into Tilray’s corporate actions and shareholder decisions. Recent 8-K filings describe, for example, the approval and implementation of a one-for-ten reverse stock split of Tilray’s common stock, including the effective date, trading on a split-adjusted basis, and the stated objectives of aligning shares outstanding with peers, appealing to institutional investors, and reducing annual meeting costs. Other 8-Ks report on annual meeting voting results, unregistered sales of equity securities in debt-for-equity exchanges, and the release of earnings press statements.
Proxy materials such as the definitive proxy statement (DEF 14A) detail board structure, director elections, auditor ratification, advisory votes on executive compensation, and proposed governance changes. These documents explain how Tilray’s board is classified, what proposals are presented to stockholders, and how the company conducts its virtual annual meetings.
Investors also look to Tilray’s Forms 10-K and 10-Q (accessible through EDGAR) for segment information across cannabis, beverage, wellness, and distribution, as well as discussions of non-GAAP measures like adjusted EBITDA, adjusted gross profit, and net (debt) cash referenced in earnings releases. Form 4 and related insider transaction reports, when filed, can be used to monitor share transactions by Tilray’s officers, directors, and significant shareholders.
On Stock Titan, Tilray’s SEC filings are updated in near real time from EDGAR, and AI-powered summaries help explain the key points of lengthy documents such as annual reports, quarterly reports, and complex 8-Ks. This allows users to quickly understand changes in capital structure, governance, and financial performance without reading every page, while still having direct access to the full filings for deeper analysis.
Tilray Brands, Inc. director David G. Hopkinson reported an open-market sale of 33,556 shares of common stock at a price of $6.94 per share on April 21, 2026. Following this transaction, his directly held common stock position reported in this filing is 0 shares.
The share amount reflects an adjustment related to Tilray’s 1-for-10 reverse stock split that became effective on December 1, 2025, as noted in the footnote.
Tilray Brands, Inc. filed a current report to add legal exhibits connected to Registration Statement No. 333-290806. The filing lists an opinion of DLA Piper LLP (US) as Exhibit 5.1 and a related consent of DLA Piper LLP (US) as Exhibit 23.1, plus an Inline XBRL cover page file.
Tilray Brands, Inc. registers the resale of 398,666 shares of Common Stock by a selling stockholder pursuant to this prospectus supplement. The shares were issued as acquisition consideration under a share purchase agreement dated April 15, 2026 related to the Lyphe Group acquisition. The selling stockholder may sell the shares at market or negotiated prices and Tilray will receive no proceeds from those resales. The prospectus supplement cites approximately 119,604,223 shares outstanding as of April 21, 2026 and reports last sale prices of $7.15 (Nasdaq) and C$9.75 (TSX) as of April 20, 2026.
TLRY Form 144 filing reports a proposed sale of Common Stock by an issuer-affiliated holder. The filing lists 232,872.00 (numeric shown) and references equity compensation restricted-stock grants dated between 06/21/2022 and 07/30/2025, with an additional numeric line 116,548,663 and date 04/21/2026.
Tilray Brands, Inc. proposes to offer up to $180,000,000 of its common stock in an at-the-market offering under a Sales Agreement with Jefferies, TD Securities and Roth Capital Partners. Sales will be made from time to time, and the sales agents are not required to sell any specific number of shares.
The prospectus supplement states there were 116,548,663 shares outstanding as of March 30, 2026. The cover example shows up to 144,485,331 shares outstanding after issuing 26,049,204 shares at the April 14, 2026 last sale price of $6.91 per share. Commissions may be up to 3.0 of gross sales and sales are limited to markets outside Canada as described in the supplement.
Tilray Brands launched an at-the-market equity program to sell up to $180,000,000 of common stock through Jefferies, TD Securities and Roth Capital, providing flexible access to capital. The company also highlighted its UK medical expansion via the Lyphe acquisition, plans to scale BrewDog and its beverage portfolio, and preparations for a potential U.S. medical cannabis market following rescheduling.
Tilray Brands, Inc. entered into private debt-for-equity exchange transactions between April 1 and April 8, 2026. The company exchanged $12 million aggregate principal amount of its 5.20% Convertible Senior Notes due June 15, 2027 for newly issued common shares.
The common stock was issued in unregistered transactions relying on Section 3(a)(9) of the Securities Act of 1933, which allows exchanges with existing security holders without paying commissions or other remuneration for soliciting the exchange.
Tilray Brands, Inc. reported higher sales and sharply reduced losses for the quarter ended February 28, 2026. Net revenue rose to $206.7M from $185.8M, led by cannabis, distribution and wellness, while beverage revenue declined year over year.
Gross profit was $55.0M, up slightly from $52.0M. The company posted an operating loss of $26.4M and a net loss of $25.2M, a dramatic improvement from the prior year’s impairment‑driven losses. For the first nine months, net revenue reached $633.7M and net loss narrowed to $67.2M, with basic and diluted loss per share improving to $0.65. Tilray ended the period with $204.6M in cash and equivalents plus $44.9M of restricted cash, while total liabilities were $549.1M and stockholders’ equity was $1.53B.
Tilray Brands reported record Q3 fiscal 2026 net revenue of $206.7 million, up 11% from $185.8 million, driven by cannabis and distribution growth. Gross profit reached a record $55.0 million, up 6%, with a 27% gross margin.
GAAP net loss sharply improved to $25.2 million from $793.5 million, while adjusted net income turned positive at $2.4 million or $0.02 per share. Adjusted EBITDA grew 19% to $10.7 million. Cannabis net revenue rose 19% to $64.8 million, including 73% international cannabis growth and 8% combined Canadian adult-use and medical growth, partly offset by lower beverage revenue.
Tilray closed Q3 with $264.8 million in cash, restricted cash and marketable securities and a net cash position of $3.5 million. The company reconfirmed fiscal 2026 adjusted EBITDA guidance of $62–$72 million, implying 13–31% growth versus fiscal 2025. A ~£40 million cash acquisition of BrewDog, completed after quarter end, is expected to expand its global craft beverage platform.
Tilray Brands, Inc. has completed the acquisition of key BrewDog assets for total consideration of £33 million (approximately US $44.1 million). The deal gives Tilray the BrewDog global brand and intellectual property, UK brewing operations, online and retail businesses, and 11 strategic brewpubs in the UK and Ireland.
These brewing and related operating assets are expected to generate about ~$200 million in annual net revenue and ~$6–$8 million of adjusted EBITDA in fiscal 2027, with the acquired business anticipated to become cash flow positive beginning in fiscal 2027. With BrewDog, Tilray projects its global beverage platform to reach roughly ~$500 million in annual revenue and its diversified global business to about ~$1.2 billion in annualized revenue in fiscal 2027.