Goodness Growth Holdings Announces Board and Executive Changes

Ticker: VREOF · Form: 8-K · Filed: Jun 6, 2024 · CIK: 1771706

Goodness Growth Holdings, Inc. 8-K Filing Summary
FieldDetail
CompanyGoodness Growth Holdings, Inc. (VREOF)
Form Type8-K
Filed DateJun 6, 2024
Risk Levellow
Pages2
Reading Time3 min
Sentimentneutral

Sentiment: neutral

Topics: corporate-governance, executive-changes, board-of-directors

TL;DR

Goodness Growth Holdings reshuffled its board and exec comp. Standard corporate housekeeping.

AI Summary

Goodness Growth Holdings, Inc. announced on May 31, 2024, a change in its board of directors and executive compensation arrangements. The filing details the departure of certain officers and the election of new directors, alongside updates to compensatory plans for key personnel. This is a routine corporate governance update.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — This filing primarily concerns routine corporate governance changes and does not appear to involve significant financial transactions or operational disruptions.

Key Players & Entities

  • Goodness Growth Holdings, Inc. (company) — Registrant
  • Vireo Health International, Inc. (company) — Former Company Name
  • May 31, 2024 (date) — Date of earliest event reported
  • 207 South 9th Street, Minneapolis, MN 55402 (location) — Principal executive offices address

FAQ

What specific roles have been affected by the departure of certain officers?

The filing indicates a departure of certain officers but does not specify the exact roles in this section of the provided text.

Who are the newly elected directors?

The filing mentions the election of directors but does not list their names in the provided text.

What are the key changes in compensatory arrangements for officers?

The filing notes changes to compensatory arrangements but does not detail the specifics of these changes in the provided text.

When was the company formerly known as Vireo Health International, Inc.?

The date of the name change from Vireo Health International, Inc. to Goodness Growth Holdings, Inc. was March 26, 2019.

What is the principal executive office address for Goodness Growth Holdings, Inc.?

The principal executive offices are located at 207 South 9th Street, Minneapolis, Minnesota, 55402.

Filing Stats: 690 words · 3 min read · ~2 pages · Grade level 10.8 · Accepted 2024-06-06 16:10:52

Filing Documents

02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers Patrick Peters Resignation (b) On May 31, 2024, Patrick Peters, Executive Vice President of Retail of Vireo Health, Inc., a wholly-owned subsidiary of Goodness Growth Holdings, Inc. (the " Company "), informed the Company of his intention to resign from his position effective June 14, 2024. Mr. Peters' departure is not based on any disagreement with the Company on any matter. Restricted Stock Unit Award (e) On May 31, 2024, the Company granted 121,625 restricted stock units (" RSUs ") representing the Company's Subordinated Voting Shares to Joshua Rosen, the Company's Chief Executive Officer. The RSUs were granted pursuant to a Restricted Stock Unit Agreement under the Vireo Health International Inc. 2019 Equity Incentive Plan, as amended, effective March 31, 2024 (the " RSU Award Agreement "), pursuant to the terms of Mr. Rosen's employment agreement, effective January 1, 2024 (the " Rosen Employment Agreement "). The RSUs vest upon the first to occur of (a) December 31, 2026 (subject to Mr. Rosen's continued employment through that date), (b) termination of Mr. Rosen's employment other than for Cause (as defined in the Rosen Employment Agreement ) or (c) Mr. Rosen's resignation from employment for Good Reason (as defined in the Rosen Employment Agreement ). The RSU Award Agreement has been filed as Exhibit 10.1 to this Current Report on Form 8-K. The summary description of RSU Award Agreement does not purport to be complete and is qualified in its entirety by reference to the RSU Award Agreement, which is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits. Exhibit No. Description 10.1 Goodness Growth Holdings, Inc. 2019 Equity Incentive Plan Restricted Stock Unit Agreement, by and between Goodness Growth Holdings, Inc. and Joshua Rosen, effective March 31, 2024 10.2 Form of Goodness Growth Holdings, Inc. 2019 Equity Incentive Plan Restricted Stock Unit Agreement (Employee Restricted Stock Unit Award) 104 Cover Page Interactive Data File (embedded within Inline XBRL document).

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. GOODNESS GROWTH HOLDINGS, INC. (Registrant) By: /s/ Joshua Rosen Joshua Rosen Chief Executive Officer and Interim Chief Financial Officer Date: June 6, 2024

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