Form 4: Verano Holdings Director Frederick Mueller Reports Significant Equity Transactions, Including New RSU Grant and Share Conversions

Verano Holdings Corp. Director Frederick Charles Mueller reported the acquisition of new restricted stock units and the settlement of previously vested units into Class A Subordinate Voting Shares, increasing his direct share ownership.

Summary

• Frederick Charles Mueller, a Director of Verano Holdings Corp. (VRNOF), reported multiple equity transactions.
• On June 1, 2025, Mr. Mueller was granted 19,224 Restricted Stock Units (RSUs) under the Verano Holdings Corp. Stock and Incentive Plan.
• These newly granted RSUs will vest in three annual installments: 33.33% on June 1, 2026, 33.33% on June 1, 2027, and 33.34% on June 1, 2028.
• On June 2, 2025, Mr. Mueller acquired 22,194 Class A Subordinate Voting Shares through the settlement of vested restricted stock units.
• Following these transactions, Mr. Mueller directly beneficially owns 59,013 Class A Subordinate Voting Shares and 71,182 Restricted Stock Units.
• The settled RSUs included 18,410 units granted on August 10, 2023, which vested 25% on June 1, 2024, December 1, 2024, and June 1, 2025, with the final 25% vesting on December 1, 2025.
• Additionally, 3,784 RSUs granted on June 1, 2024, were settled; these vested 25% on June 1, 2025, with subsequent 25% vesting on December 1, 2025, June 1, 2026, and December 1, 2026.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as a director is receiving new equity grants and converting vested units into shares, indicating continued alignment with the company's performance and a routine compensation event.

Positives

• The grant of 19,224 new Restricted Stock Units to a director aligns the director's long-term interests with shareholder value.
• The conversion of RSUs into Class A Subordinate Voting Shares increases the director's direct ownership in the company, signaling confidence.

Future Outlook

The future outlook for the reporting person's equity holdings includes the vesting of 19,224 Restricted Stock Units in annual installments through June 1, 2028, and the remaining vesting of previously granted RSUs through December 1, 2026.

Industry Context

This Form 4 filing is a routine disclosure of insider equity transactions and does not provide broader industry context or trends. It reflects standard equity compensation practices for corporate directors.

Stakeholder Impact

• Shareholders: The increase in a director's direct share ownership may be viewed positively as it aligns management's interests with shareholder value. The issuance of new RSUs represents potential future dilution upon vesting and conversion, though this is standard for equity compensation plans.

Next Steps

• Future vesting of 19,224 Restricted Stock Units on June 1, 2026, June 1, 2027, and June 1, 2028.
• Future vesting of 18,410 Restricted Stock Units on December 1, 2025.
• Future vesting of 3,784 Restricted Stock Units on December 1, 2025, June 1, 2026, and December 1, 2026.

Key Dates

Keywords

Verano Holdings, VRNOF, Form 4, Insider Transaction, Beneficial Ownership, Restricted Stock Units, Equity Compensation, Director, Share Ownership