Canopy Growth Corp Announces Board and Executive Compensation Changes

TL;DR

Canopy Growth shakes up its board and executive pay structure.

AI Summary

Canopy Growth Corporation announced on August 19, 2024, changes in its board of directors and executive compensation arrangements. The filing details the departure of certain directors and the election of new ones, alongside updates to compensatory plans for its officers.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy, governance, and future performance expectations.

Risk Assessment

Risk Level: medium — Changes in leadership and compensation can introduce uncertainty regarding future strategy and execution.

Key Players & Entities

• Canopy Growth Corporation (company) — Registrant
• August 19, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $150,000 — a retention bonus in the amount of U.S. $150,000, provided that she remains employed wit

Filing Documents

• tm2422378d1_8k.htm (8-K) — 31KB
• tm2422378d1_ex10-1.htm (EX-10.1) — 13KB
• tm2422378d1_ex10-2.htm (EX-10.2) — 13KB
• tm2422378d1_ex10-1img001.jpg (GRAPHIC) — 7KB
• tm2422378d1_ex10-1img002.jpg (GRAPHIC) — 2KB
• tm2422378d1_ex10-2img001.jpg (GRAPHIC) — 7KB
• tm2422378d1_ex10-2img002.jpg (GRAPHIC) — 2KB
• 0001104659-24-092438.txt ( ) — 258KB
• cgc-20240819.xsd (EX-101.SCH) — 3KB
• cgc-20240819_lab.xml (EX-101.LAB) — 33KB
• cgc-20240819_pre.xml (EX-101.PRE) — 22KB
• tm2422378d1_8k_htm.xml (XML) — 3KB

02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Retention Agreements with Chief Financial Officer and Chief Legal Officer On August 19, 2024, Canopy Growth Corporation USA, LLC, a wholly owned subsidiary of Canopy Growth Corporation (the " Company "), entered into a retention agreement with Judy Hong, the Company's Chief Financial Officer (the " Hong Retention Agreement "), and the Company entered into a retention agreement with Christelle Gedeon, the Company's Chief Legal Officer (the " Gedeon Retention Agreement " and, collectively with the Hong Retention Agreement, the " Retention Agreements "). Pursuant to the terms of the Retention Agreements, each of Ms. Hong and Ms. Gedeon will be eligible to receive a retention bonus in the amount of U.S. $150,000, provided that she remains employed with the Company through October 1, 2025 (the " End Date "). Under the terms of the Retention Agreements, neither Ms. Hong nor Ms. Gedeon will be entitled to the retention bonus in the event she resigns or is terminated for just cause before the End Date. However, in the event Ms. Hong's or Ms. Gedeon's employment is terminated without cause prior to the End Date, she will be paid her retention bonus in addition to any termination entitlement she would otherwise be entitled to under her employment agreement. The foregoing description of the Hong Retention Agreement and the Gedeon Retention Agreement is qualified in its entirety by reference to the full text of the Hong Retention Agreement and the Gedeon Retention Agreement, which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Exhibit Description 10.1 Retention Agreement, by and between the Canopy Growth Corporation USA, LLC and Judy Hong, effective as of August 19, 2024 10.2 Retention Agreement, by and between the Canopy Growth Corporation and Christelle Gedeon, effective as of August 19, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2

SIGNATURES

SIGNATURES 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. CANOPY GROWTH CORPORATION By: /s/ Judy Hong Judy Hong Chief Financial Officer Date: August 23, 2024 3

View Full Filing

View this 8-K filing on SEC EDGAR