SCHEDULE 13D/A 0001641172-25-026013 0001935777 XXXXXXXX LIVE 6 Common Stock 01/08/2025 false 0001848416 92339H101 Verano Holdings Corp.

224 West Hill Street Suite 400 Chicago IL 60610

George Archos 312-265-0730 224 West Hill Street, Suite 400 Chicago IL 60610 0001935777 N Archos George Peter b AF OO N X1 26655532.00 0.00 26655532.00 0.00 26655532.00 N 7.3 IN HC The aggregate amount of Common Stock of the Issuer ("Common Stock") owned by Mr. Archos includes 8,843 shares of Common Stock underlying stock options granted to Mr. Archos under the Verano Holdings Corp. Stock and Incentive Plan (the "Plan"), which are currently exercisable. The exercise price of the stock options is $34.30 Canadian dollars, which is US$24.10 as of January 2, 2026. The percentage is calculated based on an aggregate of 363,254,355 shares of Common Stock outstanding (consisting of (i) 363,245,512 shares of Common Stock outstanding as of January 2, 2026, plus (ii) 8,843 shares of Common Stock underlying exercisable stock options granted to Mr. Archos under the Plan). Y Archos Capital Group, LLC b AF OO N IL 4420790.00 0.00 4420790.00 0.00 4420790.00 N 1.2 CO HC The percentage is calculated based on 363,245,512 shares of Common Stock outstanding as of January 2, 2026. Y Copperstone Trust b AF OO N IL 1817688.00 0.00 1817688.00 0.00 1817688.00 N 0.5 HC OO The percentage is calculated based on 363,245,512 shares of Common Stock outstanding as of January 2, 2026 Y GP Management Group, LLC b AF OO N IL 5733816.00 0.00 5733816.00 0.00 5733816.00 N 1.6 CO HC The percentage is calculated based on 363,245,512 shares of Common Stock outstanding as of January 2, 2026 Common Stock Verano Holdings Corp. 224 West Hill Street Suite 400 Chicago IL 60610 This Amendment No. 6 on Schedule 13D (this "Schedule 13D/A") amends the original Schedule 13D ("Original 13D") filed with the Securities and Exchange Commission (the "SEC") on July 6, 2022 by George Archos, Archos Capital Group, LLC, an Illinois limited liability company ("Archos Capital"), Copperstone Trust, an Illinois trust ("Copperstone"), GP Management Group, LLC, an Illinois limited liability company ("GP Management"), 3PLGK, LLC, an Illinois trust ("3PLGK"), and The George P. Archos Irrevocable Trust, an Illinois trust (the "Trust"), as previously amended and supplemented by (i) Amendment No. 1 to Schedule 13D filed with the SEC on May 1, 2023 by Mr. Archos, Archos Capital, Copperstone, GP Management, 3PLGK and the Trust, (ii) Amendment No. 2 to Schedule 13D filed with the SEC on September 18, 2023 by Mr. Archos, Archos Capital, Copperstone and GP Management, (iii) Amendment No. 3 to Schedule 13D filed with the SEC on December 29, 2023 by Mr. Archos, Archos Capital, Copperstone and GP Management, (iv) Amendment No. 4 to Schedule 13D ("Amendment No. 4") filed with the SEC on December 17, 2024 by Mr. Archos, Archos Capital, Copperstone and GP Management and (v) Amendment No. 5 to Schedule 13D filed with the SEC on August 29, 2025 by Mr. Archos, Archos Capital, Copperstone and GP Management (collectively, the "Prior Schedule"). Unless otherwise defined herein, capitalized terms used in this Schedule 13D/A have the meanings ascribed to them in the Prior Schedule. Unless amended or supplemented below, the information in the Prior Schedule remains unchanged. This Schedule 13D/A is being filed to disclose the release of liens on shares of Common Stock as described in Item 6 below. N/A N/A As of January 8, 2026, (i) Mr. Archos may be deemed to beneficially own 26,655,532 shares of Common Stock, which represents approximately 7.3% of the outstanding shares of Common Stock (including 8,843 shares of Common Stock underlying stock options granted to Mr. Archos under the Plan, which are currently exercisable), (ii) Archos Capital may be deemed to beneficially own 4,420,790 shares of Common Stock, which represents approximately 1.2% of the outstanding shares of Common Stock, (iii) Copperstone may be deemed to beneficially own 1,817,688 shares of Common Stock, which represents approximately 0.5% of the outstanding shares of Common Stock, and (iv) GP Management may be deemed to beneficially own 5,733,816 shares of Common Stock, which represents approximately 1.6% of the outstanding shares of Common Stock. Such percentages are calculated based on (a) with respect to Mr. Archos, 363,254,355 shares of Common Stock outstanding (consisting of (i) 363,245,512 shares of Common Stock outstanding as of January 2, 2026, plus (ii) 8,843 shares of Common Stock underlying exercisable stock options granted to Mr. Archos under the Plan) and (b) with respect to the other Reporting Persons, an aggregate of 363,245,512 shares of Common Stock outstanding as of January 2, 2026. The following sets forth the Reporting Persons' sole and shared voting and dispositive power of shares of Common Stock as of January 8, 2026: George Archos has sole voting and dispositive power over 26,655,532 shares of Common Stock. Mr. Archos controls the other Reporting Persons, and as such, the Common Stock owned by the Reporting Persons other than Mr. Archos are included in Mr. Archos' 26,655,532 shares of Common Stock. Archos Capital has sole voting and dispositive power over 4,420,790 shares of Common Stock. Copperstone has sole voting and dispositive power over 1,817,688 shares of Common Stock. GP Management has sole voting and dispositive power over 5,733,816 shares of Common Stock. No Reporting Person has additional shared voting or dispositive power over any shares of Common Stock. On December 1, 2025, 132,639 restricted stock units held by Mr. Archos vested, with 32,299 of the shares of Common Stock issuable in settlement thereof withheld by the Issuer for tax withholding purposes, resulting in 100,340 net shares of Common Stock being issued to Mr. Archos. Other than as disclosed in this Schedule 13D/A, none of the Reporting Persons have effected any transactions in the Common Stock in the 60 days preceding the date hereof. In the Prior Schedule the Reporting Persons reported that, pursuant to the Loan Agreement, the lenders under the Loan Agreement held a security interest in 2,500,000 shares of Common Stock held by Archos Capital. All obligations under the Loan Agreement were paid in full and on January 8, 2026, such security interest was released and terminated. Additionally, loans made by Mr. Archos as lender as previously disclosed in the Prior Schedule were paid in full, and the security interests Mr. Archos held in shares of Common Stock of the borrowers thereunder are no longer in effect. EX 1 Joint Filing Agreement (incorporated by reference to Exhibit 99.1 to Amendment No. 2 to this Schedule 13D filed on September 18, 2023). Archos George Peter /s/ George Archos 01/12/2026 Archos Capital Group, LLC /s/ George Archos 01/12/2026 Copperstone Trust /s/ George Archos 01/12/2026 GP Management Group, LLC /s/ George Archos 01/12/2026