Filed Pursuant to Rule 424(b)(3)
Registration No. 333-273728
PROSPECTUS SUPPLEMENT NO. 8
(to prospectus dated August 10, 2023)
GOODNESS GROWTH HOLDINGS, INC.
15,000,000 Subordinate Voting Shares
Up to 80,670,773 Subordinate Voting Shares Underlying
Notes
Up to 6,250,000 Subordinate Voting Shares Underlying
Warrants
This prospectus supplement is being filed to update
and supplement the information contained in the prospectus dated August 10, 2023 (the “Prospectus”), with the information
contained in our Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on January 9, 2024.
Accordingly, we have attached such report to this prospectus supplement.
The Prospectus and this prospectus supplement
relate to the resale by the selling security holders named in the Prospectus (the “Selling Shareholders”) of up to an aggregate
of 101,920,773 of our subordinate voting shares (“subordinate voting shares”), which consist of: (i) up to 15,000,000 subordinate
voting shares issued in a private offering to certain Selling Shareholders in connection with a Fifth Amendment to Credit Agreement and
First Amendment to Security Agreement by and among Goodness Growth Holdings, Inc., certain of its subsidiaries, the persons from time-to-time
party thereto as guarantors, the lenders party thereto, and Chicago Atlantic Admin, LLC, as administrative agent and as collateral agent,
dated as of March 31, 2023 (the “Fifth Amendment”); (ii) up to 80,670,773 subordinate voting shares that are issuable from
time to time to certain Selling Shareholders upon conversion of, and payment of interest on, convertible notes issued in a private offering
pursuant to a Sixth Amendment to the Credit Agreement by and among Goodness Growth Holdings, Inc., certain of its subsidiaries, the persons
from time-to-time party thereto as guarantors, the lenders party thereto, and Chicago Atlantic Admin, LLC, as administrative agent and
as collateral agent, dated as of April 28, 2023 (the “Sixth Amendment”); and (iii) up to 6,250,000 subordinate voting shares
that are issuable from time to time to certain of the Selling Shareholders upon the exercise of warrants to purchase our subordinate voting
shares that were issued in a private offering to Selling Shareholders in connection with the Sixth Amendment.
This prospectus supplement updates and supplements
the information in the Prospectus and is not complete without, any may not be delivered or utilized except in combination with, the Prospectus,
including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there
is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this
prospectus supplement.
Our subordinate voting shares are listed on the
Canadian Securities Exchange (the “CSE”) under the symbol “GDNS” and on the OTCQX under the symbol “GDNSF”.
On March 8, 2024, the closing sale price of our subordinate voting shares as reported on the CSE was C$0.465 and the closing sale price
of our subordinate voting shares on the OTCQX was $0.35.
Investing in our securities involves risks
that are described in the “Risk Factors” section beginning on page 13 of the Prospectus. Neither the SEC nor any state securities
commission has approved or disapproved of the securities to be issued under the Prospectus or determined if the Prospectus or this prospectus
supplement is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is March
11, 2024
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):
December 21, 2023
GOODNESS
GROWTH HOLDINGS, INC.
(Exact name of registrant as specified in its
charter)
British Columbia
(State or other jurisdiction of Incorporation)
| 000-56225 |
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82-3835655 |
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(IRS Employer Identification No.) |
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207 South 9th Street
Minneapolis, Minnesota |
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55402 |
| (Address of principal executive offices) |
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(Zip Code) |
(612) 999-1606
(Registrant’s telephone number, including
area code)
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 (see General Instruction A.2. below):
| ¨ | 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:
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| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
| N/A |
N/A |
N/A |
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 x
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 |
Fourth Amendment to Employment Agreement with Amber Shimpa
On December 21, 2023, Goodness Growth Holdings, Inc. (the “Company”)
entered into the Fourth Amendment to Employment Agreement by and among the Company, Vireo Health, Inc. (“Vireo”), a wholly
owned subsidiary of the Company, and Amber Shimpa (the “Shimpa Fourth Amendment”), the Company’s President and the Chief
Executive Officer of the Company’s wholly-owned subsidiary, Vireo Health of Minnesota. The Shimpa Fourth Amendment modified the
Employment Agreement among the parties first dated December 1, 2020 and as subsequently amended on February 2, 2022, December 14, 2022,
and February 12, 2023. The Shimpa Fourth Amendment amended the Employment Agreement between the parties to provide Ms. Shimpa with stock
option grants.
Under the terms of the Shimpa Fourth Amendment, Ms. Shimpa was provided
a grant of options to purchase 750,000 subordinate voting shares of the Company (the “Shares”) at an exercise price equal
to the volume weighted-average closing price of like Shares on the Canadian Securities Exchange for the two trading days immediately preceding
the grant date of December 21, 2023. The options have a ten-year term. Twenty-five percent (25%) of the options granted will vest on December
31, 2024, 6.25% of the options granted will vest on March 31, 2025, and 6.25% of the options granted will vest on the last day of each
calendar quarter thereafter, until the option fully vests on December 31, 2026.
The Shimpa Fourth Amendment also provided that the Company will pay
Ms. Shimpa a cash bonus of $25,000 payable upon the first Company scheduled pay date following the entry into the Shimpa Fourth Amendment.
The foregoing description of the Shimpa Fourth Amendment is qualified
in its entirety by reference to the Shimpa Fourth Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and
is incorporated herein by reference.
| Item 8.01. | Other Information |
Appointment of Corporate Secretary
The Board of Directors of the Company appointed Ms. Shimpa as its Corporate
Secretary effective December 21, 2023.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits.
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.
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GOODNESS GROWTH HOLDINGS, INC. |
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(Registrant) |
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By: |
/s/ Josh Rosen |
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Josh Rosen |
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Interim Chief Executive Officer & Financial Officer |
Date: January 9, 2024
Exhibit 10.1
FOURTH AMENDMENT
TO EMPLOYMENT AGREEMENT
This Fourth Amendment to Employment
Agreement (“Fourth Amendment”) is made effective as of December 21, 2023 (“Effective Date”)
by and among Goodness Growth Holdings, Inc., a British Columbia corporation (“Parent”), Vireo Health,
Inc., a Delaware corporation (the “Employer”) and Amber Shimpa, an individual residing in the State
of Minnesota (“Employee”) (collectively “Parties” or individually “Party”).
RECITALS
WHEREAS, the Employer
and Employee entered into an Employment Agreement dated December 1, 2020, a First Amendment to Employment Agreement dated February 2,
2022, a Second Amendment to Employment Agreement dated December 14, 2022 and a Third Amendment to Employment Agreement dated February
12, 2023 (collectively, the “Current Agreement”); and
WHEREAS, at its meeting
on December 21, 2023, Parent Company authorized and directed Employer to grant compensation to Employee, consisting of Parent company
stock options in order to incent Employee to continue her employment with Employer; and
WHEREAS, the Parties
wish to amend the Current Agreement as set forth in this Amendment.
NOW, THEREFORE, in
consideration of the mutual covenants and conditions contained herein, the receipt and sufficiency of which are hereby acknowledged, Parent,
Employer and Employee, intending legally to be bound, hereby agree as follows:
AGREEMENT
Stock Options. The Employer shall
cause the Parent Company to grant to Employee the right (the “Option”) to purchase 750,000 subordinate voting
shares of the Parent Company’s capital stock (“Shares”) at an exercise price equal to the volume weighted-average closing
price of like shares on the Canadian Securities Exchange for the two trading days immediately preceding the Grant Date. The Option shall
have a ten-year term. One-fourth (1/4) of the Option will vest on December 31, 2024. 6.25% of the Option will vest on March 31, 2025,
and on the last day of each calendar quarter thereafter, until the Option is fully vested, on December 31, 2026. The foregoing description
of some of the principal terms of the Option is not binding on the Employer or Parent Company. The terms and conditions of the Option
shall be as set forth in the applicable grant agreement.
Employer shall cause Parent Company
to include a cash bonus of $25,000.00. This bonus will be paid on the next available scheduled pay date.
All capitalized terms used but not defined
in this Fourth Amendment shall have meanings ascribed in the Current Agreement. All provisions of the Current Agreement not expressly
modified by this Fourth Amendment are hereby ratified and confirmed.
THIS FOURTH AMENDMENT TO
EMPLOYMENT AGREEMENT was voluntarily and knowingly executed by the Parties effective as of the Effective Date first set forth above.
| Date: December 21, 2023 |
VIREO HEALTH, INC. |
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By: |
/s/ Kyle Kingsley |
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Its: |
Board Chair |
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| Date: December 21, 2023 |
EMPLOYEE: |
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/s/ Amber Shimpa |
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Amber Shimpa
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| Date: December 21, 2023 |
GOODNESS GROWTH HOLDINGS, INC. |
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By: |
/s/ Kyle Kingsley |
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Its: |
Board Chair |
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Exhibit 10.2
GOODNESS GROWTH HOLDINGS, INC
NONSTATUTORY STOCK OPTION AGREEMENT
| Name of Optionee: |
Amber Shimpa |
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| Number of Shares: |
750,000 Subordinate Voting Shares |
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| Date of Grant: |
December 21, 2023 |
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| Exercise Price per Share: |
USD$0.251 |
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| Expiration Date: |
December 20, 2033 (at 5:00 p.m., Central Time) |
Exercise Schedule: Subject to
Section 4 hereof, 25% (187,500) of the Shares covered by the Option shall become exercisable and vest on December 31, 2024, an additional
6.25% (46,875) of the Shares covered by the Option shall become exercisable and vest on March 31, 2025, and an additional 6.25% (46,875)
of the Shares covered by the Option shall become exercisable and vest on the last day of each calendar quarter thereafter through September
30, 2027, and a final 46,875 of the Shares covered by the Option shall vest on December 31, 2027, such that all Shares covered by the
Option shall be exercisable by December 31, 2027.
This is a Nonstatutory Stock
Option Agreement (the “Agreement”), by and between Goodness Growth Holdings, Inc., a British Columbia corporation
formerly known as Vireo Health International, Inc., and successor to Vireo Health, Inc. (the “Company”), and
the optionee identified above (“Optionee”), entered into and effective as of the date of grant identified above
(the “Grant Date”). Any capitalized term that is not defined in this Agreement shall have the meaning set forth
in the Company’s 2019 Equity Incentive Plan (the “Plan”) unless the context requires otherwise.
| 1. | Whereas the Optionee has entered into an amended employment agreement with the Company dated December
21, 2023 (the “Amended Agreement”). |
| 2. | Whereas in connection with the Amended Agreement, the Company has agreed to issue to the Optionee an aggregate
of 750,000 Shares as covered by the Option. |
The Company hereby grants
the Option to Optionee under the terms and conditions as follows.
1 The exercise price per Share is
calculated based on the Bank of Canada exchange rate (as published on www.bankofcanada.ca) for December 21, 2023 of 1.3311 and rounded
to the next highest cent.
1. Grant
of Option. The Company hereby grants to Optionee an Option to purchase the Shares specified above, according to the terms and subject
to the conditions hereinafter set forth.
2.
Exercise Price per Share. The Exercise Price per Share shall not be less than the Fair Market Value per Share as of the
Grant Date, or if Optionee owns stock representing greater than 10% of the voting power of the Company or any Parent or Subsidiary (a
“10% Owner”), 110% of the Fair Market Value per Share as of the Grant Date, as may be further adjusted pursuant
to the Plan.
3.
Expiration. The Option shall expire at 5:00 p.m. Central Time on the earliest of (i) the Expiration Date (which date may
be no later than ten years after the Grant Date, or for a 10% Owner, five years after the Grant Date), (ii) upon the expiration of any
termination set forth in Section 6(f) of the Plan, or (iii) pursuant to Section 13(a) or (c) of the Plan; provided, that unless otherwise
provided by the Administrator, if on the date of termination Optionee is not vested as to the entire Option, the Shares covered by the
unvested portion of the Option will revert to the Plan.
4.
Vesting and Exercise.
4.1.
Vesting Schedule. The Option will vest and become exercisable as to the number of Shares and on the dates specified in the
Notice of Grant above, but only if Optionee is employed by the Company on such dates. The exercise schedule will be cumulative, meaning
that to the extent the Option has not been exercised and has not expired, terminated, or been cancelled, the Option may be exercised to
purchase all or any portion of the Shares available under the exercise schedule.
4.2.
Change in Control. If a Change in Control occurs, effective upon such Change in Control, the Option shall be treated as
determined by the Administrator under Section 13(c) of the Plan.
4.3.
Termination of Relationship as a Service Provider. If Optionee ceases to be a Service Provider, other than upon Optionee’s
termination as the result of Optionee’s Disability or death, the Option shall be treated as set forth under Section 6(f)(ii) of
the Plan.
4.4.
Disability or Death of Optionee. If Optionee ceases to be a Service Provider as a result of Optionee’s death or Disability,
the Option shall be treated as set forth under Section 6(f)(iii) or (iv) of the Plan, respectively.
5.
Manner of Option Exercise.
5.1.
Notice. This Option may be exercised by Optionee in whole or in part from time to time, subject to the conditions contained
in this Agreement, by delivery, in person, by electronic transmission, or through the mail, to the Company at its principal executive
office in Minneapolis, Minnesota (Attention: Chief Financial Officer), of a written notice of exercise. Such notice must be in a form
satisfactory to the Administrator, must identify the Option, must specify the number of Shares with respect to which the Option is being
exercised, and must be signed by the person so exercising the Option. Such notice must be accompanied by payment in full of the total
exercise price of the Shares purchased based on the Exercise Price per Share. In the event that the Option is being exercised, as provided
by Section 6 below, by any person or persons other than Optionee, the notice must be accompanied by appropriate proof of right of such
person or persons to exercise the Option.
5.2.
Payment. At the time of exercise of this Option, Optionee shall pay the total exercise price of the Shares to be purchased
entirely in cash (including a check, bank draft or money order, payable to the order of the Company); provided, however, that the Administrator,
in its sole discretion and to the extent permitted by law (including applicable stock exchange rules), may allow such payment to be made,
in whole or in part, through a cashless exercise in which Optionee simultaneously exercises the Option and sells all or a portion of the
Shares thereby acquired; by delivery to the Company of unencumbered Shares having an aggregate Fair Market Value on the date of exercise
equal to the exercise price of such Shares; or by authorizing the Company to retain, from the total number of Shares as to which the Option
is exercised, that number of Shares having a Fair Market Value on the date of exercise equal to the exercise price for the total number
of Shares as to which the Option is exercised.
5.3.
Delivery of Certificates. As soon as practicable after the effective exercise of the Option, Optionee shall be recorded
on the stock transfer books of the Company as the owner of the Shares purchased, and the Company shall deliver to Optionee one or more
duly issued stock certificates evidencing such ownership, electronic delivery of such Shares to a brokerage account designated by such
person, or book-entry registration of such Shares with the Company’s transfer agent. Notwithstanding anything to the contrary in
this Agreement, no certificate, electronic delivery or book-entry registration representing the Shares distributable under the Plan shall
be issued and delivered unless the issuance thereof complies with all applicable legal requirements including, without limitation, compliance
with the provisions of applicable state securities laws, the Securities Act and the Exchange Act. All Shares so issued shall be fully
paid and nonassessable.
6.
Transferability. During the lifetime of Optionee, only Optionee or Optionee’s guardian or legal representative may
exercise the Option. The Option may not be assigned or transferred by Optionee otherwise than by will or the laws of descent and distribution.
The Option held by any such transferee will continue to be subject to the same terms and conditions that were applicable to the Option
immediately prior to its transfer and may be exercised by such transferee as and to the extent that the Option has become exercisable
and has not terminated in accordance with the provisions of the Plan and this Agreement.
7.
No Shareholder Rights. Neither Optionee nor any permitted transferee of this Option will have any of the rights of a stockholder
of the Company with respect to any Shares subject to this Option until a certificate evidencing such Shares has been issued, electronic
delivery of such Shares has been made to Optionee’s designated brokerage account, or an appropriate book entry in the Company’s
stock register has been made. No adjustments shall be made for dividends or other rights if the applicable record date occurs before a
stock certificate has been issued, electronic delivery of the Shares has been made to Optionee’s designated brokerage account, or
an appropriate book entry in the Company’s stock register has been made, except as otherwise described in the Plan.
8.
Reserved.
9.
Securities Law and Other Restrictions. Notwithstanding any other provision of the Amended Agreement or this Agreement, the
Company shall not be required to issue, and Optionee may not sell, assign, transfer or otherwise dispose of, any Shares, unless (a) there
is in effect with respect to the Shares a registration statement under the Securities Act and any applicable state or foreign securities
laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory
body that the Administrator, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer
upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing
the Option, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.
10. Tax
Withholding. THE COMPANY IS ENTITLED TO (A) WITHHOLD AND DEDUCT FROM FUTURE FEES OR WAGES OF OPTIONEE (OR FROM OTHER AMOUNTS THAT
MAY BE DUE AND OWING TO OPTIONEE FROM THE COMPANY), OR MAKE OTHER ARRANGEMENTS FOR THE COLLECTION OF, ALL LEGALLY REQUIRED AMOUNTS NECESSARY
TO SATISFY ANY FEDERAL, STATE OR LOCAL WITHHOLDING AND EMPLOYMENT-RELATED TAX REQUIREMENTS ATTRIBUTABLE TO THE OPTION, INCLUDING, WITHOUT
LIMITATION, THE GRANT OR EXERCISE OF THIS OPTION OR A DISQUALIFYING DISPOSITION OF ANY SHARES, OR (B) REQUIRE OPTIONEE PROMPTLY TO REMIT
THE AMOUNT OF SUCH WITHHOLDING TO THE COMPANY BEFORE ACTING ON OPTIONEE’S NOTICE OF EXERCISE OF THIS OPTION. IF THE COMPANY IS
UNABLE TO WITHHOLD SUCH AMOUNTS, FOR WHATEVER REASON, OPTIONEE AGREES TO PAY TO THE COMPANY AN AMOUNT EQUAL TO THE AMOUNT THE COMPANY
WOULD OTHERWISE BE REQUIRED TO WITHHOLD UNDER FEDERAL, STATE, OR LOCAL LAW.
11. Adjustments.
Subject to the additional terms and conditions set forth in the Plan, in the event of any reorganization, merger, consolidation, recapitalization,
liquidation, reclassification, stock dividend, stock split, combination of shares, rights offering, divestiture or extraordinary dividend
(including a spin-off), or any other change in the corporate structure or shares of the Company, the Administrator, in order to prevent
dilution or enlargement of the rights of Optionee, shall make appropriate adjustment (which determination shall be conclusive) as to
the number and kind of securities or other property (including cash) subject to, and the exercise price of, this Option.
12. Subject
to Plan. The Option and the Shares granted and issuable pursuant to this Agreement have been granted in connection with the Amended
Agreement. Notwithstanding, the Optionee acknowledges and agrees that the terms and conditions of the Plan are incorporated by reference
in this Agreement in their entirety, mutatis mutandis, as if the Option and the Shares granted hereunder were issued pursuant to and
under the Plan, and the Option and the Shares granted hereunder shall be read and construed as being subject to the terms of the Plan
in all respects, mutatis mutandis. By execution of this Agreement, Optionee acknowledges having received a copy of the Plan. The provisions
of this Agreement and the Amended Agreement shall be interpreted as to be consistent with the Plan, and any ambiguities in this Agreement
or the Amended Agreement shall be interpreted by reference to the Plan. If any provisions of this Agreement are the Amended Agreement
are inconsistent with the terms of the Plan, the terms of the Plan shall prevail.
13. Shareholder
Agreements. Upon the exercise of the Option, Optionee shall, at the request of the Company, execute and deliver such voting, co-sale
and other agreements as the Company requests generally of holders of amounts of stock corresponding to that of such Optionee; and if
Optionee fails to execute and deliver any such agreement, such Optionee shall nevertheless hold all stock subject to, and be bound by,
such agreement.
14. Binding
Effect. This Agreement shall be binding upon the heirs, executors, administrators, and successors of the parties to this Agreement.
15. Governing
Law. This Agreement and all rights and obligations under this Agreement shall be construed in accordance with the Plan and governed
by the laws of the Province of British Columbia, without regard to conflicts of law provisions.
16. Entire
Agreement. This Agreement and the Amended Agreement set forth the entire agreement and understanding of the parties to this Agreement
with respect to the grant and exercise of this Option and supersede all prior agreements, arrangements, plans and understandings relating
to the grant and exercise of this Option.
17. Amendment
and Waiver. Other than as provided in the Plan or the Amended Agreement and subject to applicable law, this Agreement may be amended,
waived, modified or canceled only by a written instrument executed by the parties to this Agreement or, in the case of a waiver, by the
party waiving compliance. Notwithstanding the preceding, the Optionee agrees that the Administrator may amend the Plan, the Amended Agreement
or this Agreement, to take effect retroactively or otherwise, as deemed necessary or advisable for the purpose of conforming the Plan,
the Amended Agreement or this agreement to any present or future law relating to plans of this or similar nature (including, but not
limited to, Section 409A of the Code), and to the administrative regulations and rulings promulgated thereunder.
18. Tax
Consequences. OPTIONEE SHALL OBTAIN HIS/HER OWN LEGAL AND TAX ADVICE REGARDING THE EXERCISE OF ALL OR ANY PORTION OF THE OPTION
AND THE DISPOSITION OF ANY SHARES AND SHALL NOT BE ENTITLED TO RELY UPON ANY STATEMENTS OR CALCULATIONS, ORAL OR WRITTEN, PROVIDED BY
THE COMPANY OR ANY EMPLOYEE OR AGENT THEREOF. Optionee acknowledges that Optionee may incur tax liability as a result of the purchase
or disposition of the Shares and that the Code as in effect on the Date of Grant states that if any Shares received upon exercise of
the Option are sold within one year of exercise or two years of the Grant Date, the Option will not be treated as an incentive stock
option for tax purposes under the Code. The Company shall not be liable in the event the Option is for any reason deemed not to be an
incentive stock option or for a disqualifying disposition of an incentive stock option. In addition, although the Option is intended
to be exempt from Section 409A of the Code, the Company shall not be liable to the Optionee in the event the Option is considered to
be subject to Section 409A, which may subject Optionee to additional taxes, interest, and possible penalties. OPTIONEE SHOULD SEEK
PROFESSIONAL TAX ADVICE BEFORE EXERCISING THE OPTION OR DISPOSING OF THE SHARES.
19. Electronic
Delivery and Acceptance. The Company may deliver any documents related to this Agreement by electronic means and request Optionee’s
acceptance of this Agreement by electronic means. Optionee hereby consents to receive all applicable documentation by electronic delivery
and to participate in the Plan through an on-line (and/or voice activated) system established and maintained by the Company or the Company’s
third-party stock plan administrator.
[Signature Page Follows]
The parties hereto
have executed this Agreement effective as of the Grant Date.
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GOODNESS GROWTH HOLDINGS, INC. |
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By: |
/s/ Joshua Rosen |
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Joshua Rosen |
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Its: |
Interim Chief Executive Officer |
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By execution of this Agreement,
Optionee acknowledges having
received a copy of the Plan and
agrees to all of the terms and
conditions described in this
Agreement and in the Plan. |
OPTIONEE
/a/ Amber Shimpa
Amber Shimpa |
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