CoverageForm 410-K10-Q8-K13D13G13F

GDNSF Goodness Growth Holdings, Inc. - 8-K

Accession
0001104659-26-070099
5.07

Item 5.07 - Submission of Matters to a Vote of Security Holders

471 words

Item 5.07

Submission of Matters to a Vote of Security Holders

On May 29, 2026, Vireo Growth Inc. (the “Company”)
held its annual general and special meeting of shareholders (the “Annual Meeting”), at which six proposals were submitted
to the Company’s shareholders. The proposals are described in detail in the Company’s proxy statement and management information
circular for the Annual Meeting filed with the U.S. Securities and Exchange Commission on April 16, 2026 (the “Circular”).
A quorum was present for the Annual Meeting. Proposals #1-6 were approved by shareholders, including the election of the seven director
nominees. The voting results with respect to each matter are set out below.

Proposal #1

To fix the number of directors of the Company to be elected at seven.

For

Against

Abstentions

Broker Non-Votes

631,224,603

473,650

100,152

—

Proposal #2

To elect Dr. Kyle E. Kingsley, Ross M. Hussey,
Victor E. Mancebo, Judd T. Nordquist, John Mazarakis, Michael Steiner and Christopher J. Hagedorn as directors of the Company to take
office immediately following the Annual Meeting.

Name

For

Withheld

Broker Non-Votes

Dr. Kyle E. Kingsley

572,951,130

171,555

58,675,720

Ross M. Hussey

556,859,134

16,263,551

58,675,720

Victor E. Mancebo

572,968,705

153,980

58,675,720

Judd T. Nordquist

572,964,102

158,583

58,675,720

John Mazarakis

564,851,073

8,271,612

58,675,720

Michael Steiner

572,976,302

146,383

58,675,720

Christopher J. Hagedorn

572,983,929

138,756

58,675,720

Proposal #3

To consider and, if thought appropriate, to pass
an ordinary resolution approving a consolidation of the Company’s outstanding subordinate voting shares, multiple voting shares
and the super voting shares, each without par value, at a ratio not less than 20-for-1 and not more than 40-for-1, with the ratio at which
the consolidation would be effected to be a ratio within the range to be determined at the discretion of the board of directors of the
Company (the “Board”), the full text of which is set forth in Proposal 3 in the Circular.

For

Against

Abstentions

Broker Non-Votes

622,771,167

1,013,130

8,014,108

—

Proposal #4

To appoint Davidson & Company LLP as
the auditors of the Company for the ensuing year and to authorize the Board to fix their remuneration.

For

Against

Abstentions

Broker Non-Votes

631,071,841

691,843

34,721

—

Proposal #5

To consider and, if thought appropriate, to pass
an ordinary resolution approving a Second Amendment to the Employment Agreement between the Company and John Mazarakis as the Chief Executive
Officer of the Company (the “Second Amendment to the Mazarakis Employment Agreement”), as more fully described in the Circular.

For

Against

Abstentions

Broker Non-Votes

446,824,793

31,397,846

94,900,046

58,675,720

Proposal #6

To consider and, if thought appropriate, to pass
an ordinary resolution approving a distribution of securities to Mr. Mazarakis in accordance with the Second Amendment to the Mazarakis
Employment Agreement, the full text of which is set forth in Proposal 6 in the Circular.

For

Against

Abstentions

Broker Non-Votes

459,058,140

19,155,087

94,909,458

58,675,720