--- schema_version: "secwatch.filing_event.v1" accession: "0000950170-23-030368" form_type: "8-K" ticker: "TSNDF" cik: "0001778129" company_name: "TerrAscend Corp." filed_at: "2023-06-28T23:59:59+00:00" generated_at: "2026-06-13T15:38:47.836561+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.15 confidence: "high" source: SEC EDGAR --- # TerrAscend shareholders approve all proposals, including private placement for TSX listing ## Summary - All five director nominees elected; Craig Collard tops with 117.8M votes for. - Ratification of MNP LLP as auditor approved: 123.3M for, 76K withheld. - Stock option plan amendments and unallocated options approved: 122.4M for, 976K against. - RSU plan amendments and unallocated awards approved: 121.2M for, 2.2M against. - Private placement of TerrAscend Growth Corp. shares for US$1M approved; part of TSX listing plan. ## SEC filing metadata - accession: 0000950170-23-030368 - form_type: 8-K - ticker: TSNDF - cik: 0001778129 - company_name: TerrAscend Corp. - filed_at: 2023-06-28T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.15 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1778129/000095017023030368/0000950170-23-030368-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1778129/000095017023030368/trssf-20230622.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000950170-23-030368 - JSON: https://secwatch.observer/filing/0000950170-23-030368.json - Plain text: https://secwatch.observer/filing/0000950170-23-030368.txt ## Key facts - Shareholder Votes TerrAscend Corp. shareholders approved Approval of Private Placement for Terrascend Growth Corp. at the 2023-06-22 meeting. - Outcome: passed - Meeting: 2023-06-22 source text: Proposal 5: Approval of Private Placement for Terrascend Growth Corp. The Company’s shareholders approved the issuance and sale on a private placement basis of common shares of TerrAscend Growth Corp., a wholly-owned subsidiary of the Company, for aggregate gross proceeds of US$1,000,000, which shall be deemed, for the purposes of section 184(3) of the Business Corporations Act (Ontario), to be a sale of all or substantially all of the assets of the Company, in connection with the Company’s intent to list its common shares on the Toronto Stock Exchange. The final voting results are as follows: Votes For Against Broker Non-Votes 122,812,459 584,079 N/A evidence_url: https://www.sec.gov/Archives/edgar/data/1778129/000095017023030368/0000950170-23-030368-index.htm - Shareholder Votes TerrAscend Corp. shareholders approved Amendments to Stock Option Plan and Approval of Unallocated Options Under the Stock Option Plan at the 2023-06-22 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-06-22 source text: Proposal 3: Amendments to Stock Option Plan and Approval of Unallocated Options Under the Stock Option Plan The Company’s shareholders approved certain amendments to the Company’s stock option plan (including all unallocated stock options issuable thereunder). The final voting results are as follows: Votes For Against Broker Non-Votes 122,420,996 975,542 N/A evidence_url: https://www.sec.gov/Archives/edgar/data/1778129/000095017023030368/0000950170-23-030368-index.htm - Shareholder Votes TerrAscend Corp. shareholders approved Amendments to Restricted Share Unit Plan and Approval of Unallocated Awards Under the Restricted Share Unit Plan at the 2023-06-22 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-06-22 source text: Proposal 4: Amendments to Restricted Share Unit Plan and Approval of Unallocated Awards Under the Restricted Share Unit Plan The Company’s shareholders approved certain amendments to the Company’s restricted share unit plan (including all unallocated awards issuable thereunder). The final voting results are as follows: Votes For Against Broker Non-Votes 121,206,866 2,189,672 N/A evidence_url: https://www.sec.gov/Archives/edgar/data/1778129/000095017023030368/0000950170-23-030368-index.htm - Shareholder Votes TerrAscend Corp. shareholders approved Ratification of the Appointment of Auditor at the 2023-06-22 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-06-22 source text: Proposal 2: Ratification of the Appointment of Auditor The Company’s shareholders ratified the appointment of MNP LLP, Chartered Professional Accountants, of Toronto, Ontario as the Company’s auditor for the ensuing year at a remuneration to be fixed by the Company’s Board. The final voting results are as follows: Votes For Withheld Broker Non-Votes 123,320,264 76,274 N/A evidence_url: https://www.sec.gov/Archives/edgar/data/1778129/000095017023030368/0000950170-23-030368-index.htm - Shareholder Votes TerrAscend Corp. shareholders approved Election of Directors at the 2023-06-22 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-06-22 source text: Proposal 1: Election of Directors Each of the five individuals listed below was elected at the Annual Meeting to serve on the Company’s Board of Directors (the “Board”) until the close of the next annual meeting of shareholders of the Company following his or her election, or any postponement(s) or adjournment(s) thereof, unless his or her office is vacated earlier or until his or her successor is elected or appointed. The final voting results are as follows: Director Nominee Votes For Abstain Broker Non-Votes Craig Collard 117,809,354 5,587,184 N/A Kara DioGuardi 117,626,020 5,770,518 N/A Ira Duarte 117,683,560 5,712,978 N/A Ed Schutter 113,078,295 10,318,243 N/A Jason Wild 117,712,546 5,683,992 N/A evidence_url: https://www.sec.gov/Archives/edgar/data/1778129/000095017023030368/0000950170-23-030368-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.