---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-169662"
form_type: "8-K"
ticker: "TCNNF"
cik: "0001754195"
company_name: "Trulieve Cannabis Corp."
filed_at: "2023-06-20T23:59:59+00:00"
generated_at: "2026-06-13T21:30:44.805159+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# Shareholders approve 10M share increase to Trulieve's 2021 Omnibus Incentive Plan

## Summary
- Amended 2021 Plan adds 10,000,000 subordinate voting shares to the share pool, effective upon shareholder approval.
- All eight director nominees elected; Kim Rivers received 72,058,794 votes for, 2,887,604 withheld.
- Say-on-pay approved with 59,605,621 votes for; shareholders selected one-year frequency for future advisory votes.
- Marcum LLP ratified as independent auditor for FY 2023 with 104,226,751 votes for.

## SEC filing metadata
- accession: 0001193125-23-169662
- form_type: 8-K
- ticker: TCNNF
- cik: 0001754195
- company_name: Trulieve Cannabis Corp.
- filed_at: 2023-06-20T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 5.02, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1754195/000119312523169662/0001193125-23-169662-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1754195/000119312523169662/d510594d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-169662
- JSON: https://secwatch.observer/filing/0001193125-23-169662.json
- Plain text: https://secwatch.observer/filing/0001193125-23-169662.txt

## Key facts
- Shareholder Votes
  Trulieve Cannabis Corp. shareholders approved To ratify the selection by the Audit Committee of the Board of Marcum LLP as auditors for the Company for the year ending December 31, 2023. at the 2023-06-20 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-20
  source text: Proposal No. 5: To ratify the selection by the Audit Committee of the Board of Marcum LLP as auditors for the Company for the year ending December 31, 2023. The shareholders ratified the appointment of Marcum LLP as the Company's independent registered public accounting firm for the ensuing fiscal year ending December 31, 2023. Votes For Votes Against Abstain Broker Non-Votes 104,226,751 2,007,542 3,803,648 —
  evidence_url: https://www.sec.gov/Archives/edgar/data/1754195/000119312523169662/0001193125-23-169662-index.htm
- Shareholder Votes
  Trulieve Cannabis Corp. shareholders approved To conduct a non-binding advisory vote on the compensation of the Company's named executive officers. at the 2023-06-20 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-06-20
  source text: Proposal No. 2: To conduct a non-binding advisory vote on the compensation of the Company's named executive officers. The shareholders approved the compensation paid to the Company's named executive officers for the fiscal year ending December 31, 2022. Votes For Votes Against Abstain Broker Non-Votes 59,605,621 11,391,424 3,949,353 35,091,543
  evidence_url: https://www.sec.gov/Archives/edgar/data/1754195/000119312523169662/0001193125-23-169662-index.htm
- Shareholder Votes
  Trulieve Cannabis Corp. shareholders approved To elect eight directors as directors of the Company for the forthcoming year. at the 2023-06-20 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-20
  source text: The shareholders voted to elect the following individuals as directors of the Company until the next annual meeting of shareholders at which election of directors is considered, or until his or her successor is duly elected or appointed: Name of Director Nominee Votes For Votes Withheld Broker Non-Votes Giannella Alvarez 73,450,949 1,495,449 35,091,543 Thad Beshears 73,314,778 1,631,620 35,091,543 Peter Healy 73,205,174 1,741,224 35,091,543 Richard May 73,370,399 1,575,999 35,091,543 Thomas Millner 73,325,750 1,620,648 35,091,543 Jane Morreau 73,206,664 1,739,734 35,091,543 Kim Rivers 72,058,794 2,887,604 35,091,543 Susan Thronson 70,322,175 4,624,223 35,091,543
  evidence_url: https://www.sec.gov/Archives/edgar/data/1754195/000119312523169662/0001193125-23-169662-index.htm
- Shareholder Votes
  Trulieve Cannabis Corp. shareholders approved To approve the amendment and restatement of the Company's 2021 Omnibus Incentive Plan. at the 2023-06-20 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2023-06-20
  source text: Proposal No. 4: To approve the amendment and restatement of the Company's 2021 Omnibus Incentive Plan. The shareholders approved the amendment and restatement of the Company's 2021 Omnibus Incentive Plan. Votes For Votes Against Abstain Broker Non-Votes 60,053,253 14,418,151 474,994 35,091,543
  evidence_url: https://www.sec.gov/Archives/edgar/data/1754195/000119312523169662/0001193125-23-169662-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
