GTBIF on OTC

Green Thumb Industries Inc.

Green Thumb Industries Inc. is an agricultural production-crops company, listed on OTC (GTBIF).1 It is headquartered in Chicago, Illinois.1

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Last updated Oct 20, 2026.

Overview

$1.2BRevenue, fiscal 20252
$114.2MNet income, fiscal 20252

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  • TickerGTBIF on OTC1
  • IndustryAgricultural Production-Crops1
  • HeadquartersChicago, Illinois1
  • Business address325 West Huron Street, Suite 700, Chicago, Il 606543
  • Filer categoryLarge accelerated filer3

Originally founded in 2014, Green Thumb began operations in 2015 upon the award of a medical marijuana license for cultivation/processing and retail sale of cannabis in Illinois. The Company has since expanded its operational footprint to fourteen U.S. markets, including California, Connecticut, Florida, Illinois, Maryland, Massachusetts, Minnesota, Nevada, New Jersey, New York, Ohio, Pennsylvania, Rhode Island and Virginia. Currently, Green Thumb manufactures and distributes a portfolio of cannabis consumer packaged goods brands (which we refer to as our Consumer Packaged Goods business), including &Shine, Beboe, Dogwalkers, Doctor Solomon’s, Good Green, incredibles and RYTHM, to third-party retail stores across the United States as well as to Green Thumb owned retail stores. The Company also owns and operates retail cannabis stores that include a national chain called RISE Dispensaries…5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

48.9%Gross margin2
11.7%Operating margin2
9.7%Net margin2
3.4%Revenue growth, 20252
6.0%Return on equity2
0.13×Debt to equity2
$213.9MFree cash flow2

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Business segments

Retail brought in 55% of the revenue Green Thumb Industries Inc. broke down this way in fiscal 2025.

  1. Retail$829.5M255%up 1% from 2024
  2. Consumer Packaged Goods$677.4M245%up 4% from 2024
Business segments by year
Business segments202320242025
Retail$791.5M$824.7M$829.5M
Consumer Packaged Goods$559.5M$648.4M$677.4M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue46¢$600.4M
  • Selling, general and admin34¢$437.2M
  • Income tax11¢$147.3M
  • Profit9¢$114.2M

Out of $1.2B in revenue.2

Where each dollar of operating cash went, fiscal 2025

  • Capital spending27¢$81.1M
  • Kept or used elsewhere73¢$213.9M

Out of $294.9M of cash from operations.2

Financial statements

Revenue6789102$1.2B in 2025+1781% since 2018
0$500.0M$1.0B$1.5B2018: $62.5M$62.5M20182019: $216.4M$216.4M2019+246%2020: $556.6M$556.6M2020+157%2021: $893.6M$893.6M2021+61%2022: $1.0B$1.0B2022+14%2023: $1.1B$1.1B2023+4%2024: $1.1B$1.1B2024+8%2025: $1.2B$1.2B2025+3%
Gross profit6789102$574.9M in 2025+1930% since 2018
0$200.0M$400.0M$600.0M$800.0M2018: $28.3M$28.3M20182019: $107.0M$107.0M2019+278%2020: $304.2M$304.2M2020+184%2021: $491.9M$491.9M2021+62%2022: $504.0M$504.0M2022+2%2023: $526.5M$526.5M2023+4%2024: $601.1M$601.1M2024+14%2025: $574.9M$574.9M2025−4%
Operating income6789102$137.7M in 2025
-$100.0M0$100.0M$200.0M$300.0M2018: -$26.3M-$26.3M20182019: -$27.7M-$27.7M2019+5%2020: $106.1M$106.1M20202021: $214.8M$214.8M2021+102%2022: $121.1M$121.1M2022−44%2023: $184.6M$184.6M2023+53%2024: $224.4M$224.4M2024+22%2025: $137.7M$137.7M2025−39%
Net income6789102$114.2M in 2025
-$100.0M-$50.0M0$50.0M$100.0M$150.0M2018: -$5.2M-$5.2M20182019: -$59.1M-$59.1M2019+1027%2020: $15.0M$15.0M20202021: $75.4M$75.4M2021+403%2022: $12.0M$12.0M2022−84%2023: $36.3M$36.3M2023+203%2024: $73.1M$73.1M2024+102%2025: $114.2M$114.2M2025+56%

Every line of the income statement as filed: the last 3 fiscal years (annual) or 8 quarters (quarterly), latest first.2

Period ending2025-12-312024-12-312023-12-31
Revenues, net of discounts$1.2B$1.1B$1.1B
Cost of Goods Sold-$600.4M-$536.0M-$528.1M
Gross Profit$574.9M$601.1M$526.5M
Selling, General, and Administrative$437.2M$376.7M$341.9M
Total Expenses$437.2M$376.7M$341.9M
Income From Operations$137.7M$224.4M$184.6M
Other Income (Expense), Net$8.3M-$9.1M-$16.2M
Fair Value Adjustments on Related Party Warrants$125.9M$0$0
Interest Income$11.4M$9.1M$6.7M
Interest Expense, Net-$20.0M-$24.3M-$19.1M
Total Other Income (Expense)$125.7M-$24.3M-$28.6M
Income Before Provision for Income Taxes And Non-Controlling Interest$263.4M$200.1M$156.0M
Provision For Income Taxes$147.3M$126.3M$118.6M
Net Income Before Non-Controlling Interest$116.1M$73.9M$37.4M
Net Income Attributable to Non-Controlling Interest$1.9M$768.0K$1.2M
Net Income Attributable To Green Thumb Industries Inc.$114.2M$73.1M$36.3M
Net Income Per Share - Basic$0.49$0.31$0.15
Net Income Per Share - Diluted$0.48$0.30$0.15
Weighted Average Number of Shares Outstanding - Basic233.9M shares236.8M shares237.9M shares
Weighted average Number of Shares Outstanding - Diluted236.9M shares241.9M shares239.8M shares

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Corporate structure

Green Thumb Industries Inc. sits at the top of its group. 25 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Green Thumb Industries Inc.

  • EMINENCE CAPITAL, LP Filed SCHEDULE 13G/A on Green Thumb Industries Inc., latest May 15, 2026 (3 filings since Feb 14, 2025)
  • Cowen Financial Products LLC Filed SC 13G/A on Green Thumb Industries Inc., latest Feb 2, 2024 (4 filings since Dec 17, 2021)
  • Palestra Capital Management LLC Filed SC 13G/A on Green Thumb Industries Inc., latest Feb 14, 2022
  • Green Thumb Industries Inc. Chicago, Illinois
    • Advanced Grow Labs, LLC Subsidiary · Connecticut, United States
    • Bluepoint Apothecary, LLC Subsidiary · Connecticut, United States
    • Fiorello Pharmaceuticals, Inc. Subsidiary · New York, United States
    • GTI Core, LLC Subsidiary · Delaware, United States
    • GTI Florida, LLC Subsidiary · Florida, United States
    • GTI Maryland, LLC Subsidiary · Maryland, United States
    • GTI Nevada, LLC Subsidiary · Nevada, United States
    • GTI New Jersey, LLC Subsidiary · New Jersey, United States
    • GTI Ohio, LLC Subsidiary · Ohio, United States
    • GTI Pennsylvania, LLC Subsidiary · Pennsylvania, United States
    • GTI Rhode Island, LLC Subsidiary · Rhode Island, United States
    • GTI Virginia, LLC Subsidiary · Virginia, United States
    • GTI-Clinic Illinois Holdings, LLC Subsidiary · Illinois, United States
    • GTI23, Inc. Subsidiary · Delaware, United States
    • Integral Associates CA, LLC Subsidiary · California, United States
    • Integral Associates, LLC Subsidiary · Nevada, United States
    • KSGNF, LLC Subsidiary · Florida, United States
    • LeafLine Industries, LLC Subsidiary · Minnesota, United States
    • RISE Holdings, Inc. Subsidiary · Massachusetts, United States
    • TWD18, LLC Subsidiary · Delaware, United States
    • VCP IP Holdings, LLC Subsidiary · Delaware, United States
    • VCP Real Estate Holdings, LLC Subsidiary · Delaware, United States
    • VCP23, LLC Subsidiary · Delaware, United States
    • Vision Management Services, LLC Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Green Thumb Industries Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$969.1M2 Dec 31, 2025$903.4M2 Dec 31, 2024+7.3%
Accumulated depreciation$278.2M2 Dec 31, 2025$187.4M2 Dec 31, 2024+48.5%
Property and equipment, net$690.9M2 Dec 31, 2025$716.0M2 Dec 31, 2024−3.5%
Operating-lease assets (leased space)$239.7M2 Dec 31, 2025$246.3M2 Dec 31, 2024−2.7%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$274.3M2 Dec 31, 2025$171.7M2 Dec 31, 2024+59.8%
Long-term investments$32.7M2 Dec 31, 2025$43.6M2 Dec 31, 2024−24.9%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$592.2M2 Dec 31, 2025$589.7M2 Dec 31, 2024+0.4%
Intangible assets, net (excluding goodwill)$436.7M2 Dec 31, 2025$488.3M2 Dec 31, 2024−10.6%
Finite-lived intangibles, gross$699.2M2 Dec 31, 2025$726.7M2 Dec 31, 2024−3.8%
Accumulated amortization$262.5M2 Dec 31, 2025$238.4M2 Dec 31, 2024+10.1%
Finite-lived intangibles, net$436.7M2 Dec 31, 2025$488.3M2 Dec 31, 2024−10.6%

Inventory

ItemLatestA year beforeChange
Inventory, total$158.3M2 Dec 31, 2025$147.2M2 Dec 31, 2024+7.6%
Raw materials$1.3M2 Dec 31, 2025$2.5M2 Dec 31, 2024−48.0%
Work in process$80.7M2 Dec 31, 2025$57.9M2 Dec 31, 2024+39.3%
Finished goods$70.0M2 Dec 31, 2025$76.6M2 Dec 31, 2024−8.6%

Properties, in its own words

Our headquarters is located in Chicago, IL. The following table sets forth the Company’s principal cultivation and processing properties.

Production Properties

The rest of Item 2

Type · Location · Leased / Owned

West Haven Facility · West Haven, CT · Leased

Homestead Facility · Homestead, FL · Owned

Ocala Facility · Ocala, FL · Owned

Oglesby Facility · Oglesby, IL · Leased

Rock Island Facility · Rock Island, IL · Owned

Clinton Facility · Clinton, MA · Leased

Holyoke Facility · Holyoke, MA · Leased

Centreville Facility · Centreville, MD · Owned

Cottage Grove Facility · Cottage Grove, MN · Owned

Hackettstown Facility · Hackettstown, NJ · Leased

Carson City Facility · Carson City, NV · Leased

Las Vegas Facility 1 · Las Vegas, NV · Owned

Las Vegas Facility 2 · Las Vegas, NV · Leased

Paterson Facility · Paterson, NJ · Leased

Warwick Facility · Warwick, NY · Owned

Toledo Facility · Toledo, OH · Leased

Danville Facility · Danville, PA · Leased

Warwick Facility · Warwick, RI · Leased

Abingdon Facility · Abingdon, VA · Owned

Low Moor Facility · Low Moor, VA · Owned

In addition to the above properties, as of December 31, 2025, the Company has 113 open and operating retail stores, of which, the Company owns twelve.

Properties Subject to an Encumbrance. The Company has collateralized the properties in (i) Centreville, MD, (ii) Las Vegas, NV, (iii) Low Moor, VA, (iv) Abingdon, VA, (v) Ocala, FL, (vi) Cottage Grove, MN and (vii) Warwick, NY. In addition, the Company has collateralized four retail stores, none of which are considered material.

Item 2 of the 10-K filed Feb 25, 2026.5

Leadership

Who has led Green Thumb Industries Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (19)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Advanced Grow Labs, LLC Connecticut, USA4
  • Bluepoint Apothecary, LLC Connecticut, USA4
  • Fiorello Pharmaceuticals, Inc. New York, USA4
  • GTI Core, LLC Delaware, USA4
  • GTI Florida, LLC Florida, USA4
  • GTI Maryland, LLC Maryland, USA4
  • GTI Nevada, LLC Nevada, USA4
  • GTI New Jersey, LLC New Jersey, USA4
  • GTI Ohio, LLC Ohio, USA4
  • GTI Pennsylvania, LLC Pennsylvania, USA4
  • GTI Rhode Island, LLC Rhode Island, USA4
  • GTI Virginia, LLC Virginia, USA4
  • GTI-Clinic Illinois Holdings, LLC Illinois, USA4
  • GTI23, Inc. Delaware, USA4
  • Green Thumb Industries Inc. British Columbia, Canada4
  • Integral Associates CA, LLC California, USA4
  • Integral Associates, LLC Nevada, USA4
  • KSGNF, LLC Florida, USA4
  • LeafLine Industries, LLC Minnesota, USA4
  • RISE Holdings, Inc. Massachusetts, USA4
  • TWD18, LLC Delaware, USA4
  • VCP IP Holdings, LLC Delaware, USA4
  • VCP Real Estate Holdings, LLC Delaware, USA4
  • VCP23, LLC Delaware, USA4
All 25 listed subsidiaries
  • Vision Management Services, LLC Delaware, USA4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Aug 11, 20268-K Entered a material agreement; Other events36
  2. Aug 4, 20268-K Results of operations37
  3. Jul 15, 20268-K Bylaws or fiscal year changed38
  4. Jun 18, 20268-K Bylaws or fiscal year changed; Shareholder vote39
  5. May 6, 20268-K Results of operations40
  6. Apr 1, 20268-K Entered a material agreement; Regulation FD disclosure; Other events41
  7. Feb 25, 20268-K Results of operations42
  8. Feb 20, 20268-K Entered a material agreement; New debt or obligation; Regulation FD disclosure43
  9. Nov 5, 20258-K Results of operations44
  10. Aug 27, 20258-K Entered a material agreement; Regulation FD disclosure45
  11. Aug 6, 20258-K Results of operations46
  12. Jun 12, 20258-K Executive or director change; Shareholder vote47
  13. Feb 18, 2020New chief executive Benjamin Kovler becomes CEO14

Calendar

Coming up

  1. Around Nov 2, 2026Next results, estimated About a quarter after its last report. The company hasn't announced the date.

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results37
  2. May 6, 2026Reported quarterly or annual results40
  3. Feb 25, 2026Reported quarterly or annual results42
  4. Nov 5, 2025Reported quarterly or annual results44
  5. Aug 6, 2025Reported quarterly or annual results46
  6. May 7, 2025Reported quarterly or annual results48
  7. Nov 7, 2024Reported quarterly or annual results49

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

289 filings to the SEC since October 2021: 5 annual reports, 16 quarterly reports, 43 major events, 195 insider forms, 8 large holders, 22 other. The latest 20:

  1. Sep 3, 20264 EDGAR
  2. Sep 3, 20264 EDGAR
  3. Sep 3, 20264 EDGAR
  4. Sep 3, 20264 EDGAR
  5. Sep 3, 20264 EDGAR
  6. Aug 21, 20264 EDGAR
  7. Aug 11, 20268-K EDGAR
  8. Aug 4, 202610-Q EDGAR
  9. Aug 4, 20268-K EDGAR
  10. Jul 15, 20268-K EDGAR
  11. Jun 18, 20268-K EDGAR
  12. Jun 3, 20264 EDGAR
  13. Jun 3, 20264 EDGAR
  14. Jun 3, 20264 EDGAR
  15. Jun 3, 20264 EDGAR
  16. Jun 3, 20264 EDGAR
  17. May 15, 2026SCHEDULE 13G/A EDGAR
  18. May 14, 20264 EDGAR
  19. May 14, 20264 EDGAR
  20. May 6, 202610-Q EDGAR

The 289 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

26 open-market trades by officers, directors and large owners since October 2021: 1 buys and 25 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 13, 2026Barnes Dawn WilsonDirectorSale5,250$7.21$37.9KForm 4
May 12, 2026Kovler BenjaminCHAIRMAN & CEOSale2,500$780.00$1.9MForm 4
May 12, 2026Georgiadis AnthonyPRESIDENTSale2,500$780.00$1.9MForm 4
Dec 30, 2025Kravitz BretGENERAL COUNSEL AND SECRETARYSale12,663$8.35$105.7KForm 4
Dec 29, 2025Kravitz BretGENERAL COUNSEL AND SECRETARYSale7,337$7.86$57.7KForm 4
Dec 28, 2025Kovler BenjaminCHAIRMAN & CEOSale2,500$798.80$2.0MForm 4
Dec 28, 2025Georgiadis AnthonyPRESIDENTSale2,500$798.80$2.0MForm 4
Dec 5, 2025Barnes Dawn WilsonDirectorSale3,500$6.60$23.1KForm 4
Nov 7, 2025Kovler BenjaminCHAIRMAN & CEOSale162,500$6.50$1.1MForm 4
Nov 7, 2025Georgiadis AnthonyPRESIDENTSale125,000$6.50$812.5KForm 4
Mar 5, 2025Kravitz BretGENERAL COUNSEL AND SECRETARYSale160,000$6.49$1.0MForm 4
Mar 4, 2025Kravitz BretGENERAL COUNSEL AND SECRETARYSale7,748$6.68$51.8KForm 4
Dec 31, 2024Kravitz BretGENERAL COUNSEL AND SECRETARYSale3,000$7.85$23.6KForm 4
Dec 23, 2024Nadelmann EthanDirectorBuy632$7.91$5.0KForm 4
Nov 26, 2024Kravitz BretGENERAL COUNSEL AND SECRETARYSale2,488$9.01$22.4KForm 4
Nov 22, 2024Kravitz BretGENERAL COUNSEL AND SECRETARYSale3,450$9.16$31.6KForm 4
Nov 8, 2024Georgiadis AnthonyPRESIDENTSale1,138$9.26$10.5KForm 4
Nov 8, 2024Kovler BenjaminCHAIRMAN & CEOSale938$9.26$8.7KForm 4
Jun 25, 2024Georgiadis AnthonyPRESIDENTSale35,115$12.15$426.6KForm 4
Jun 25, 2024Kovler BenjaminCHAIRMAN & CEOSale35,115$12.15$426.6KForm 4

All 26 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Anthony Georgiadis,48$350.3K$2.9M53
2025Benjamin Kovler,47$335.7K$2.7M53
2025Matt Faulkner$335.7K$1.8M53
2025Bret Kravitz46$326.0K$1.7M53
2024Chief Executive Officer$345.0K$10.4M53
2024President and Director$360.0K$10.4M53
2024Chief Financial Officer$345.0K$4.6M53
2024General Counseland Secretary$309.6K$4.5M53
2023and Chairman$345.0K$1.8M53
2023President and Director$360.0K$1.8M53
2023Chief Financial Officer$345.0K$1.7M53
2023General Counseland Secretary$287.5K$1.5M53

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Nano Cap New Millennium Growth Fund L P142,500$1.1M0.9%+12,500
Thompson Investment Management, Inc.95,305$753.9K0.1%−355
Albert D Mason Inc95,290$753.7K0.4%+9,640
Vermillion & White Wealth Management Group, LLC28,178$222.9K0.1%New
Ancora Advisors LLC1,500$11.9K0.0%No change
Sterling Capital Management LLC48$3800.0%New

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Green Thumb Industries Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARGreen Thumb Industries Inc.1
  • CIK0001795139
  • Employer ID (EIN)98-14374305
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
  • Incorporated inBritish Columbia5
  • Fiscal year endsDecember 311
  • Industry code (SIC)0100 Agricultural Production-Crops1
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
  • Business address325 West Huron Street, Suite 700, Chicago, IL 606541
  • Phone312-471-67201
  • Shares outstanding207,620,374 Subordinate Voting Shares shares; 37,472 Multiple Converted Voting Shares shares; 201,690 Super Voting Shares shares as of Feb 20, 20265
  • Public float$1.2B as of Jun 30, 20255
  • AuditorBaker Tilly US, LLP, Chicago, Illinois PCAOB ID 23; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceDec 20, 20191
  • Filings479 in all: 4 (278), 8-K (65), 3 (23), 10-Q (20), 4/A (8), DEF 14A (8), UPLOAD (8), 10-K (7)1
    All 33 form types

    CORRESP (7), DEFA14A (7), SC 13G/A (5), 424B7 (4), ARS (4), 10-K/A (3), SC 13G (3), SCHEDULE 13G/A (3), 10-12G/A (2), 10-Q/A (2), 3/A (2), EFFECT (2), FWP (2), S-1/A (2), S-3ASR (2), S-8 (2), SEC STAFF LETTER (2), 10-12G (1), 424B3 (1), 8-K/A (1), DRS (1), POS AM (1), PRE 14A (1), S-1 (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Feb 25, 2026
    Quarterly report (10-Q) Aug 4, 2026
    Proxy statement (DEF 14A) Apr 27, 2026
    Latest 8-K (8-K) Aug 11, 2026

Risk factors and legal proceedings

The risks Green Thumb Industries Inc. names in Item 1A of its 10-K filed Feb 25, 2026: 65 risks under these headings, as written.5

  • Risks Related to Our Business
  • Cannabis remains illegal under U.S. federal law, and enforcement of cannabis laws could change.
  • Future state regulation of cannabis is uncertain.
  • We may not be able to obtain or maintain necessary permits and authorizations.
  • We may face limitations on ownership of cannabis licenses.
  • We may become subject to U.S. Food and Drug Administration or Bureau of Alcohol, Tobacco, Firearms and Explosives regulation.
  • As a cannabis business, we are subject to applicable anti-money laundering laws and regulations and have restricted access to banking and other financial services.
  • We may face difficulties acquiring additional financing.
  • We lack access to U.S. bankruptcy protections.
  • We operate in a highly regulated sector and may not always succeed in complying fully with applicable regulatory requirements in all jurisdictions where we carry on business.
  • We face intense competition.
  • We face competition from the illicit market as well as actual or purported 2018 Farm Bill compliant hemp products.
The other 54 risks
  • We are dependent on the popularity of consumer acceptance of our brand portfolio, which we license from a third party.
  • We may face difficulties in enforcing our contracts.
  • We have limited trademark protection.
  • We are and may continue to be subject to constraints on marketing our products.
  • We face risks related to the results of future clinical research.
  • We are subject to taxation in Canada and the United States.
  • As a cannabis business, we are subject to unfavorable U.S. tax treatment and may incur significant tax liability.
  • As a cannabis business, we may be subject to civil asset forfeiture.
  • We are subject to proceeds of crime statutes.
  • We face exposure to fraudulent or illegal activity.
  • Our internal controls over financial reporting may not be effective, and our independent auditors may not be able to certify as to their effectiveness, which could have a significant and adverse effect on our business.
  • Material acquisitions, dispositions and other strategic transactions involve a number of risks for us.
  • We may invest in companies which may not be able to meet anticipated development targets or otherwise be successful in the future.
  • Our use of joint ventures, strategic partnerships and alliances may expose us to risks associated with jointly owned investments.
  • There can be no assurance that our current and future strategic alliances or expansions of scope of existing relationships will have a beneficial impact on our business, financial condition and results of operations.
  • Limitations related to the acquisition and leasing of properties suitable for the cultivation, production and sale of medical and adult-use cannabis may impede our ability to acquire or lease desirable properties at fair market rates, which could adversely affect our operating results and financial condition.
  • Our reputation and ability to do business may be negatively impacted by the improper conduct by our business partners, employees or agents.
  • We face risks due to industry immaturity or limited comparable, competitive or established industry best practices.
  • We face risks related to our products.
  • We face an inherent risk of product liability and similar claims.
  • Our products may be subject to product recalls.
  • We may face unfavorable publicity or consumer perception.
  • We may be adversely impacted by rising or volatile energy costs and availability.
  • We may encounter unknown environmental risks.
  • We face risks related to our information and operational technology systems, and potential cyber-attacks and security breaches.
  • We rely on third parties to provide numerous capabilities that we depend upon on to operate, and a disruption of these systems could adversely affect our business.
  • We face risks related to our insurance coverage and uninsurable risks.
  • We are dependent on key inputs, suppliers and skilled labor; and fluctuations in the cost or availability of materials we use in our products and supply chain could negatively affect our results.
  • We rely on the expertise of our management team and other employees experienced in the cannabis industry, and the loss of key personnel could negatively affect our business, financial condition and results of operations.
  • We must attract and maintain key personnel or our business will fail.
  • Our sales are difficult to forecast.
  • We may be subject to growth-related risks.
  • We may be subject to litigation.
  • We may be exposed to infringement or misappropriation claims by third parties, which, if determined adversely to us, could subject us to significant liabilities and other costs.
  • We may have increased labor costs based on union activity.
  • We are a holding company.
  • We may be subject to heightened scrutiny by Canadian regulatory authorities.
  • We are subject to general economic risks and risks of continued inflation.
  • We may be negatively impacted by challenging global economic conditions.
  • We may be required to disclose personal information of our owners, investors, officers, managers, and directors to regulators and failure to do so could endanger our ability to expand, endanger our licenses, or cause the Company to incur costs to redeem securities held by uncooperative shareholders.
  • We are subject to risks arising from epidemic diseases.
  • Risks Related to Our Securities
  • A return on our securities is not guaranteed.
  • We may be affected by currency fluctuations.
  • Our voting control is concentrated.
  • Our capital structure and voting control may cause unpredictability.
  • Additional issuances of Super Voting Shares, Multiple Voting Shares or Subordinate Voting Shares may result in dilution.
  • Sales of substantial amounts of Subordinate Voting Shares by our shareholders in the public market may have an adverse effect on the market price of the Subordinate Voting Shares.
  • The market price for the Subordinate Voting Shares may be volatile.
  • If securities or industry analysts do not publish or cease publishing research or reports or publish misleading, inaccurate or unfavorable research about us, our business or our market, our stock price and trading volume could decline.
  • We face liquidity risks.
  • We are subject to increased costs as a result of being a public company in Canada and the United States.
  • We face costs of maintaining a public listing.
  • We do not intend to pay dividends on our Subordinate Voting Shares and, consequently, your ability to achieve a return on your investment will depend on appreciation in the price of our Subordinate Voting Shares.
  • The market for the Subordinate Voting Shares may be limited for holders of our securities who live in the United States.

Legal proceedings

Legal Proceedings Related to Contractual Obligations

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. The following is an update to the status of previously disclosed matters as of December 31, 2025:

In July 2024, the Company received Findings of Fact and Conclusions of Law regarding an October 30, 2019 complaint filed against the Company alleging the Company breached a commercial property lease with ineffective termination. On June 25, 2025, the Company received the Final Judgment from the court ruling in favor of plaintiff landlord in the amount of $7,307 thousand, representing unpaid rent. In addition, the court found the Company liable for interest and attorney fees in the amount of $912 thousand. As a result, the Company accrued the amount of probable loss that can reasonably be estimated within accrued liabilities on the Company's consolidated balance sheets.

In August 2025, the Company appealed the Final Judgment with a Notice of Appeal. Under the Rules of Court, the Company was provided a stay on the enforcement of the Final Judgment upon posting a supersedeas bond in the amount of the Final Judgment plus interest and costs through the appeal period. As of December 31, 2025, the Company held the bond in the amount of $9,284 thousand within restricted cash and cash equivalents on the Company's consolidated balance sheets.

The opening of Item 3, Legal Proceedings.5

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