Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 13, 2023

GREENLANE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-38875

83-0806637

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)


1095 Broken Sound Parkway	Suite 100
Boca Raton	FL	33487
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (877) 292-7660

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, $0.01 par value per share

GNLN

Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☑

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☑

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 13, 2023, Jeff Uttz gave notice of his resignation from the Board of Directors (the “Board”) of Greenlane Holdings, Inc. (the “Company”) and from each committee of the Board, to be effective immediately prior to the appointment of a successor to fill the vacancy. Mr. Uttz’s decision to resign was not the result of any disagreement with the Company on any matter related to the Company’s operations, policies or practices, or the Company’s management or Board.

On October 16, 2023, the Board appointed Gina Collins as a member of the Board, effective immediately, to fill the vacancy created by Mr. Uttz’s resignation. Ms. Collins will serve as a director and stand for election at the Company’s 2024 annual meeting of stockholders. She will serve on the Audit Committee of the Board and the Nominating and Corporate Governance Committee of the Board. She has no arrangement or understanding with any person pursuant to which she was selected as a director of the Company.

Ms. Collins, age 50, joined Trulieve Cannabis Corp. (“Trulieve”) in February 2022 and currently serves as their Chief Marketing Officer. Prior to her role at Trulieve, Ms. Collins was Chief Brand Officer at MagicalButter, a [manufacturer of tools and appliances for cannabis preparation][1], from July 2020 to December 2021. From April 2019 to June 2020, Ms. Collins was a Partner at Feel Good Beverage Co. Prior to her time at Feel Good Beverage Co., Ms. Collins was the Chief Marketing Officer at Bloomin’ Brands, Inc. (Outback Steakhouse) from January 2017 to March 2019. Ms. Collins holds a Bachelor of Arts from Georgia State University and a Master of Science in Management of Technology from the University of Alabama.

In connection with her service on the Board, Ms. Collins will receive compensation commensurate with the Company’s other non-employee directors.

Ms. Collins and the Company have entered into an indemnification agreement on the same terms as the Company has previously entered into with its officers and directors, a form of which has been previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed November 16, 2020.

Item 7.01 Regulation FD Disclosure.

On October 18, 2023, the Company issued a press release announcing Mr. Uttz’s resignation from the Board and Ms. Collins’ appointment to the Board. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.

The information in this Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.


Exhibit No.						Description
99.1						Press release, dated October 18, 2023.
104						Cover Page Interactive Data File

* Furnished herewith.

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.


	GREENLANE HOLDINGS, INC.

Dated: September 28, 2023	By:	/s/ Lana Reeve
		Lana Reeve
		Chief Financial and Legal Officer

GREENLANE ANNOUNCES CHANGES TO ITS BOARD OF DIRECTORS

BOCA RATON, FL / ACCESSWIRE / October 18, 2023 / Greenlane Holdings, Inc. ("Greenlane" or the "Company") (NASDAQ:GNLN), one of the largest global sellers of premium accessories, child-resistant packaging, and specialty vaporization products, today announced changes to its board of directors with the exit of Jeff Uttz and the appointment of Gina Collins.

Greenlane is excited to welcome Gina Collins to the team. Her extensive experience and expertise in aligning corporate goals with innovative strategies will undoubtedly bring a fresh perspective to the board, helping Greenlane advance its mission and achieve its strategic goals.

Collin's has a proven and award-winning brand leadership background with a long pedigree of success conceptualizing and executing marketing and communication strategies for preeminent organizations across a broad range of consumer categories – including Coca-Cola, Build-A-Bear Workshop, Outback Steakhouse and Magical Brands. Her dedication to revenue growth, customer loyalty, operational efficiency, and global brand awareness aligns perfectly with Greenlane’s vision for the future.

The board of directors and the entire Greenlane community express their heartfelt gratitude to Jeff Uttz for his exceptional service and unwavering commitment during his tenure. Uttz has been an invaluable asset, contributing significantly to the growth and success of Greenlane. Greenlane wishes him the very best in his future endeavors and knows that he will continue to excel in his new pursuits.

“We are thrilled to have Gina join the Greenlane board. Her marketing depth and consumer products experience and expertise will bring significant value to our business. I also extend my gratitude to Jeff whose service and counsel have been exceptionally valuable to Greenlane.” CEO Craig Snyder.

Greenlane is confident that this transition will strengthen its board and enhance its ability to serve its stakeholders. Greenlane looks forward to Collin's insights, dedication, and leadership, and are eager to embark on this new chapter with optimism and enthusiasm.

About Greenlane Holdings, Inc.
Founded in 2005, Greenlane is a premier global platform for the development and distribution of premium smoking accessories, vape devices, and lifestyle products to thousands of producers, processors, specialty retailers, smoke shops, convenience stores, and retail consumers. We operate as a powerful family of brands, third-party brand accelerator, and an omnichannel distribution platform.

We proudly offer our own diverse brand portfolio including DaVinci Vaporizers, Higher Standards, Groove, and Eyce, and our exclusively licensed Marley Natural and K.Haring branded products. We also offer a carefully curated set of third-party products such as Storz & Bickel (Canopy-owned), Pax, VIBES, and CCELL through our direct sales channels and our proprietary,

owned and operated e-commerce platforms which include Vapor.com, Vaposhop.com, DaVinciVaporizer.com, PuffItUp.com, EyceMolds.com, HigherStandards.com, and MarleyNaturalShop.com.

For additional information, please visit: https://investor.gnln.com. For additional information, please visit: https://gnln.com/.

Investor Contact

ir@greenlane.com

Cover	Aug. 03, 2023
Cover [Abstract]
Entity Incorporation, State or Country Code	DE
Entity File Number	001-38875
Entity Tax Identification Number	83-0806637
Entity Registrant Name	GREENLANE HOLDINGS, INC.
Document Type	8-K
Document Period End Date	Oct. 13, 2023
Entity Address, Postal Zip Code	33487
City Area Code	877
Local Phone Number	292-7660
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, $0.01 par value per share
Trading Symbol	GNLN
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Central Index Key	0001743745
Amendment Flag	false
Entity Address, Address Line One	1095 Broken Sound Parkway
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Boca Raton
Entity Address, State or Province	FL