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  4. [Form 4] Verano Holdings Corp. Insider Trading Activity

Equity grant: Verano (VRNO) director receives 53,418 RSUs vesting 2027-2029

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Tipton John Allen reported acquisition or exercise transactions in this Form 4 filing.

Verano Holdings Corp. director John Allen Tipton received a grant of 53,418 restricted stock units on June 1, 2026 under the Verano Holdings Corp. Stock and Incentive Plan. Each unit represents a contingent right to one share of common stock, vesting 33.33% on June 1, 2027, 33.33% on June 1, 2028 and 33.34% on June 1, 2029.

Positive

  • None.

Negative

  • None.
Insider Tipton John Allen
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 53,418 $0.00 --
Holdings After Transaction: Restricted Stock Units — 53,418 shares (Direct, null)
Footnotes (1)
  1. The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2026. 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.
RSUs granted 53,418 units Restricted stock units granted June 1, 2026
First vesting tranche 33.33% Vests on June 1, 2027
Second vesting tranche 33.33% Vests on June 1, 2028
Final vesting tranche 33.34% Vests on June 1, 2029
Post-grant RSU holdings 53,418 units Total restricted stock units following transaction
Grant price per unit $0.00 Equity award under Stock and Incentive Plan
Restricted Stock Units financial
"The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2026."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Stock and Incentive Plan financial
"The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2026."
contingent right financial
"Each restricted stock unit reflects a contingent right to receive one share of Common Stock"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Tipton John Allen
(Last)(First)(Middle)
224 WEST HILL STREET, SUITE 400
(Street)
CHICAGO ILLINOIS 60610
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Verano Holdings Corp. [ VRNO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$006/01/2026A(1)53,418 (2) (2)Common Stock, par value $0.00153,418$053,418D
Explanation of Responses:
1. The restricted stock units were granted under the Verano Holdings Corp. Stock and Incentive Plan on June 1, 2026.
2. 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.
/s/ Laura Marie Kalesnik, Attorney-in-Fact06/03/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Verano Holdings (VRNO) report for John Allen Tipton?

Verano reported that director John Allen Tipton received 53,418 restricted stock units on June 1, 2026. The award was granted under the Verano Holdings Corp. Stock and Incentive Plan as equity-based compensation, with each unit tied to one future share of common stock.

How many Verano Holdings (VRNO) restricted stock units were granted to John Allen Tipton?

John Allen Tipton was granted 53,418 restricted stock units. These units convert into an equal number of Verano common shares if vesting conditions are met over three years, reflecting a significant equity component of his compensation as a company director.

When do John Allen Tipton’s Verano (VRNO) restricted stock units vest?

The restricted stock units vest in three annual installments. They vest 33.33% on June 1, 2027, another 33.33% on June 1, 2028, and the remaining 33.34% on June 1, 2029, aligning his equity compensation with long-term company performance.

What does each Verano (VRNO) restricted stock unit granted to John Allen Tipton represent?

Each restricted stock unit represents a contingent right to receive one share of Verano common stock. The rights become actual shares only as the units vest over time, subject to the specified schedule and any applicable plan conditions in the Stock and Incentive Plan.

Were John Allen Tipton’s Verano (VRNO) restricted stock units an open-market purchase or a grant?

The 53,418 restricted stock units were a grant under Verano’s Stock and Incentive Plan, not an open-market purchase. The grant carried a reported price of $0.00 per unit, typical for equity awards delivered as part of director compensation packages.