GLAS 6-K
Glass House Brands Inc. (GLAS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of September, 2026.
Commission File Number 000-56261
Glass House Brands Inc.
(Translation of registrant’s name into English)
3645 Long Beach Blvd.
Long Beach, California 90807
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
¨ Form 20-F x Form 40-F
INCORPORATION BY REFERENCE
Exhibits 99.1, 99.2 and 99.3 of this Report on Form 6-K are incorporated by reference into the Registration Statements on Form F-10 (File No. 333-297455) and Form S-8 (File No. 333-288297) of the Registrant, each as amended or supplemented.
SIGNATURE
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, thereunto duly authorized.
| Glass House Brands Inc. | |
| Date: September 11, 2026 | /s/ Kyle Kazan |
| By: Kyle Kazan | |
| Title: Chief Executive Officer |
EXHIBIT INDEX
| Exhibit Number | Description | |
| 99.1 | Notice of Change of Auditor | |
| 99.2 | Letter from Former Auditor | |
| 99.3 | Letter from Successor Auditor |
Exhibit 99.1
NOTICE OF CHANGE OF AUDITOR
| TO: | Macias Gini & O'Connell LLP |
| AND TO: | BDO USA, P.C. |
| AND TO: | Ontario Securities Commission British Columbia Securities Commission Alberta Securities Commission Autorité Des Marchés Financiers Financial and Consumer Affairs Authority of Saskatchewan The Manitoba Securities Commission New Brunswick Financial and Consumer Services Commission Nova Scotia Securities Commission Prince Edward Island Office of the Superintendent of Securities Superintendent of Securities (Newfoundland and Labrador) Office of the Yukon Superintendent of Securities Office of the Superintendent of Securities, Nunavut Office of the Superintendent of Securities, Northwest Territories |
Glass House Brands Inc. (the "Company") hereby gives the following notice in accordance with Section 4.11 of National Instrument 51-102 – Continuous Disclosure Obligations ("NI 51-102"):
| 1. | Effective September 11, 2026 (the "Effective Date"), Macias Gini & O'Connell LLP, the predecessor auditor of the Company (the "Predecessor Auditor"), tendered its resignation at the request of the Company and BDO USA, P.C. was appointed as successor auditor (the "Successor Auditor"); |
| 2. | The resignation of the Predecessor Auditor and the appointment of the Successor Auditor have been considered and approved by the Company's audit committee and board of directors; |
| 3. | No modified opinion was expressed in the Predecessor Auditor's report on any of the financial statements of the Company relating to the Company's two most recently completed fiscal years or for any period subsequent to the most recently completed period for which an audit report was issued and preceding the Effective Date; |
| 4. | In the opinion of the Board of Directors of the Company, no "reportable event" as defined in NI 51-102 has occurred during the period commencing at the beginning of the Company’s two most recently completed financial years and ending on the resignation date, subject to any shorter period applicable under NI 51-102; and |
| 5. | The Company has requested that the Predecessor Auditor and the Successor Auditor each furnish a letter addressed to the securities administrators in each province in which the Company is a reporting issuer stating whether or not they agree with the information contained in this notice. A copy of each such letter to the securities administrators will be filed with this notice. |
DATED as of the 11th day of September 2026.
| GLASS HOUSE BRANDS INC. | ||
| Per: | /s/ Kyle Kazan | |
|
Name: Kyle Kazan | ||
| Title: Chief Executive Officer | ||
Exhibit 99.2
September 11, 2026
Ontario Securities Commission
British Columbia Securities Commission
Alberta Securities Commission
Autorité Des Marchés Financiers
Financial and Consumer Affairs Authority of Saskatchewan
The Manitoba Securities Commission
New Brunswick Financial and Consumer Services Commission
Nova Scotia Securities Commission
Prince Edward Island Office of the Superintendent of Securities
Superintendent of Securities (Newfoundland and Labrador)
Office of the Yukon Superintendent of Securities
Office of the Superintendent of Securities, Nunavut
Office of the Superintendent of Securities, Northwest Territories
| RE: | Glass House Brands Inc. (the "Company") – Notice of Change of Auditor (the "Notice") dated September 11, 2026 pursuant to National Instrument 51-102 – Continuous Disclosure Obligations ("NI 51-102") |
Dear Sirs/Mesdames,
As required by NI 51-102, we have reviewed the information contained in the Notice delivered by the Company to Macias Gini & O'Connell LLP, as predecessor auditor of the Company.
Based on our knowledge as of the date of this letter, we agree with the statements contained in the Notice insofar as they relate to Macias Gini & O'Connell LLP. With respect to the statements contained in the Notice that do not relate to Macias Gini & O'Connell LLP, we have no basis to agree or disagree.
Respectfully,
/s/ Macias Gini & O’Connell LLP
Irvine, California
Exhibit 99.3
September 11, 2026
Ontario Securities Commission
British Columbia Securities Commission
Alberta Securities Commission
Autorité Des Marchés Financiers
Financial and Consumer Affairs Authority of Saskatchewan
The Manitoba Securities Commission
New Brunswick Financial and Consumer Services Commission
Nova Scotia Securities Commission
Prince Edward Island Office of the Superintendent of Securities
Superintendent of Securities (Newfoundland and Labrador)
Office of the Yukon Superintendent of Securities
Office of the Superintendent of Securities, Nunavut
Office of the Superintendent of Securities, Northwest Territories
Dear Sirs/Mesdames:
| Re: | Glass House Brands Inc. (the “Company”) |
Pursuant to National Instrument 51-102 – Continuous Disclosure Obligations, we have reviewed the information contained in the Notice of Change of Auditor of the Company dated September 11, 2026 (the “Notice”) and, based on our knowledge of such information at this time, we agree with the statements made in the Notice pertaining to our firm.
Yours truly,
| /s/ BDO USA, P.C. |
Los Angeles, California