Verano Holdings Corp. - Class A Subordinate Voting Shares

Verano is a leading, vertically integrated, multi-state cannabis operator in the U.S., devoted to the ongoing improvement of communal wellness by providing responsible access to regulated cannabis products. With a mission to address vital health and wellness needs, Verano produces a comprehensive suite of premium, innovative cannabis products sold under its trusted portfolio of consumer brands, including Verano™, Avexia™, BITS™, Encore™, MŪV™ and Savvy™. Verano’s portfolio encompasses 14 U.S. states, with active operations in 13, including 14 production facilities comprising over 1,000,000 square feet of cultivation capacity. Verano designs, builds, and operates dispensaries under retail brands including Zen Leaf™ and MŪV™, delivering a superior cannabis shopping experience in both medical and adult use markets. 

Investors Note: Each Verano Class A subordinate voting share (“SVS”) entitles a holder thereof to one vote per share. Verano’s Class B proportionate voting shares (“PVS”), which are not publicly traded, entitle a holder thereof to 100 votes per share and, subject to certain restrictions, are convertible into SVS at a ratio of 100 SVS for every 1 PVS. All PVS were converted to SVS on March 24, 2023.