Mr. Jon Levine reports
MARIMED FILES DEFINITIVE PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS TO APPROVE PROPOSED REVERSE STOCK SPLIT
Marimed Inc. has filed a definitive proxy statement with the United States Securities and Exchange Commission (SEC) in connection with a special meeting of stockholders to seek stockholder approval of a proposed reverse stock split of the company's common stock.
The proposed reverse stock split is intended to provide Marimed with greater flexibility to satisfy the minimum share price and other requirements associated with a potential listing of its common stock on a U.S. national securities exchange. If the proposal is approved by the company's stockholders, the reverse stock split will be effected in the sole discretion of the board of directors.
"Our board believes that positioning Marimed to pursue a listing on a major U.S. exchange is an important step in the company's evolution," said Jon Levine, chief executive officer of Marimed. "A national exchange listing has the potential to broaden our investor base by increasing the company's visibility among institutional investors, research analysts and broker-dealers, and improve access to the capital markets. As the regulatory environment for the cannabis industry as well as the capital markets continue to evolve, we believe taking these steps now gives us greater strategic flexibility."
There can be no assurance that the board will determine to effect the reverse stock split, that Marimed will be eligible for listing on a U.S. national securities exchange, that the reverse stock split will enable the company to satisfy all applicable listing requirements or that the reverse stock split will result in a sustained increase in the trading price or liquidity of the company's common stock.
Reverse stock split details
If approved by stockholders:
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The reverse stock split proposal would authorize the board to determine whether and when to implement the reverse stock split at a ratio of between one for 50 and one for 100, in its discretion. The board would determine the final ratio based on market conditions and other relevant considerations, including the requirements associated with a potential listing of the company's common stock on a U.S. national securities exchange.
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The board would retain the discretion not to implement the reverse stock split if it determines that doing so would not be in the best interests of the company and its stockholders.
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No fractional shares would be issued in connection with the reverse stock split. Stockholders who would otherwise be entitled to receive a fractional share as a result of the reverse stock split will instead receive a cash payment in lieu of such fractional share.
If the reverse stock split is implemented:
- The number of shares of Marimed common stock outstanding would be reduced by the applicable split ratio. The reverse stock split would not, by itself, change a stockholder's proportional ownership or voting power in the company, except for any adjustments resulting from the treatment of fractional shares.
Special meeting of stockholders
The special meeting is scheduled to be held virtually on Oct. 28, 2026, at 9:30 a.m. Eastern Time, or a later date if adjourned. Stockholders of record as of the close of business on Sept. 4, 2026, will be entitled to vote on the reverse stock split proposal at the special meeting.
The definitive proxy statement has been filed with the SEC and is available through the SEC's website and on Marimed's investor relations website. Stockholders are encouraged to read the definitive proxy statement in its entirety because it contains important information regarding the reverse stock split proposal, including the reasons for the proposal and associated risks.
Additional information and where to find it
This communication may be deemed to be solicitation material in connection with the proposal to be submitted to the company's stockholders at the special meeting seeking approval of an amendment to the company's certificate of incorporation to effect a reverse stock split. This communication does not contain all the information that should be considered concerning the reverse stock split proposal and is not intended to form the basis of any investment decision or any other decision in respect of the reverse stock split proposal. In connection with the special meeting, the company filed a definitive proxy statement on Schedule 14A with the U.S. Securities and Exchange Commission (the SEC) on Sept. 22, 2026. The company's stockholders are urged to read the definitive proxy statement and all other relevant materials filed with the SEC as such documents contain important information about the company, the special meeting and the reverse stock split proposal. The definitive proxy statement and other relevant materials are being made available to the company's stockholders as of the record date for the special meeting and may be obtained free of charge at the SEC's website or via the company's website.
Participants in the solicitation
The company and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the company's stockholders in connection with the reverse stock split proposal. Information about the company's directors and executive officers, including a description of their direct or indirect interests in the reverse stock split proposal, is set forth in the definitive proxy statement for the special meeting filed with the SEC on Sept. 22, 2026. The definitive proxy statement may be obtained free of charge from the sources indicated above.
About Marimed Inc.
Marimed is a leading multistate cannabis operator, known for developing and managing state-of-the-art cultivation, production, and retail facilities. The company's award-winning portfolio of cannabis brands, including Betty's Eddies, Bubby's Baked, Vibations, InHouse and Nature's Heritage, sets the company apart as an industry leader. These trusted brands, crafted with quality and innovation, are recognized and loved by consumers across the country. With a commitment to excellence, Marimed continues to drive growth and set new standards in the cannabis industry.
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