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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) September 20, 2023

 

 

GREEN THUMB INDUSTRIES INC.

(Exact name of registrant as specified in its charter}

 

 

 

British Columbia   000-56132   98-1437430

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

325 West Huron Street, Suite 700

Chicago, Illinois 60654

(Address of principal executive offices including zip code)

(312) 563-5600

(Registrant’s telephone number including area code)

 

 

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 (see General Instruction A.2. below):

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

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:

 

Title of each class

 

Trading
Symbol

 

Name of exchange

on which registered

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  

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 provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective September 20, 2023, the Board of Directors (the “Board”) of Green Thumb Industries Inc. (the “Company”) increased its number of directors from seven to nine and appointed Richard Reisin and Hannah B. Ross as directors of the Company, to serve in such capacity until the Company’s 2024 Annual General Meeting of Shareholders or until his or her respective successor is elected and qualified, or until his or her respective earlier resignation, retirement or removal. Mr. Reisin will serve on the Audit Committee of the Board and Ms. Ross will serve on the Audit and Compensation Committees of the Board. They will each be compensated for in the same manner as the Company’s other non-employee directors.

There are no arrangements or understandings between Mr. Reisin and any other person pursuant to which he was selected as a director of the Company, nor Ms. Ross and any other person pursuant to which she was selected as a director of the Company. There are no transactions in which either Mr. Reisin or Ms. Ross has an interest requiring disclosure under Item 404(a) of Regulation S-K.

A copy of the press release announcing Mr. Reisin’s and Ms. Ross’s appointment as a director of the Company is attached hereto as Exhibit 99.1.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit 99.1    Press release dated September 21, 2023
104    Cover Page Interactive Data File (embedded within the inline XBRL document)


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

      GREEN THUMB INDUSTRIES INC.
Date: September 21, 2023      

/s/ Benjamin Kovler

      Benjamin Kovler
      Chief Executive Officer