6-K
Glass House Brands Inc. (GLASF)
UNITED STATES
SECURITIES AND EXCHANGECOMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TORULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June, 2025.
Commission File Number 000-56261
GlassHouse 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 ¨ Form 40-F x
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: June 24, 2025 | /s/<br> Kyle Kazan |
| By: Kyle Kazan | |
| Title: Chief Executive Officer |
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EXHIBIT INDEX
| Exhibit Number | Description |
|---|---|
| 99.1 | Report of Voting Results, dated June 20, 2025 |
3
Exhibit 99.1
GLASS HOUSE BRANDS INC.
(the "Company")
Annual General and Special Meeting of the Shareholders of the Company (the "Meeting") held on Friday, June 20, 2025
REPORT OF VOTING RESULTS
In accordance with Section 11.3 of National Instrument 51-102 - Continuous Disclosure Obligations, the matters voted upon and the outcome of voting at the Meeting are as follows:
1. Electionof Directors
At the Meeting, each of the following eight nominees were elected as directors of the Company as follows:
| Number and percentage of | ||
|---|---|---|
| Number and percentage of | shares^1^ of the Company | |
| shares^1^ of the Company | represented in person or by | |
| represented in person or by | proxy and entitled to vote at | |
| proxy and entitled to vote at | the Meeting that were | |
| the Meeting that were voted | WITHHELD | |
| Director | FOR | from voting |
| Kyle Kazan | 238,950,114 (99.998%) | 5,933 (0.002%) |
| Graham Farrar | 238,953,623 (99.999%) | 2,424 (0.001%) |
| John Nichols Jr. | 238,943,656 (99.995%) | 12,391 (0.005%) |
| Humble Lukanga | 238,905,099 (99.979%) | 50,949 (0.021%) |
| Jocelyn Rosenwald | 237,401,864 (99.350%) | 1,554,184 (0.650%) |
| George Raveling | 237,404,340 (99.351%) | 1,551,708 (0.649%) |
| Yelena Katchko | 237,406,570 (99.352%) | 1,549,478 (0.648%) |
| Hector De La Torre | 238,916,679 (99.984%) | 39,368 (0.016%) |
Note 1: The shares entitled to vote on this resolution consist of the subordinate voting shares, restricted voting shares and multiple voting shares of the Company. Pursuant to the Company's Articles, the limited voting shares of the Company are not entitled to vote on the election of directors.
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2. Re-appointment of Auditor
At the Meeting, Macias Gini & O'Connell LLP was re-appointed as the auditor of the Company for the ensuing year and the directors of the Company were authorized to fix the remuneration of the auditor, as follows:
| Number and percentage of | ||
|---|---|---|
| Number and percentage of | shares^2^ of the Company | |
| shares^2^ of the Company | represented in person or by | |
| represented in person or by | proxy and entitled to vote at | |
| proxy and entitled to vote at | the Meeting that were | |
| the Meeting that were voted | WITHHELD | |
| Auditor | FOR | from voting |
| Macias Gini & O'Connell LLP | 269,483,471 (99.989%) | 29,938 (0.011%) |
Note 2: The shares entitled to vote on this resolution consist of the subordinate voting shares, restricted voting shares, limited voting shares and multiple voting shares of the Company.
3. Approval of Performance Awards to the Named Executive Officers and a One-Time Fixed Increase to the Share Reserve Under the Equity Incentive Plan.
At the Meeting, a resolution approving the granting of performance awards to the named executive officers of the Company and a one-time fixed increase to the share reserve under the Company's equity incentive plan was adopted, as follows:
| Number and percentage of | Number and percentage of |
|---|---|
| shares^3^ of the Company | shares^3^ of the Company |
| represented in person or by | represented in person or by |
| proxy and entitled to vote at | proxy and entitled to vote at |
| the Meeting that were voted | the Meeting that were voted |
| FOR | AGAINST |
| 89,351,941 (97.85%) | 1,963,441 (2.15%) |
Note 3: The shares entitled to vote on this resolution consist of the subordinate voting shares, restricted voting shares, limited voting shares and multiple voting shares of the Company, other than such shares held by recipients of the performance awards.
Numbers presented in this report are based on the final report of the scrutineer for the Meeting.
Dated this 23^rd^ day of June, 2025.
| GLASS HOUSE BRANDS INC. | |
|---|---|
| By: | /s/ Benjamin Vega |
| Benjamin Vega | |
| General Counsel and Corporate Secretary |