Glass House Brands Proposes Long-Term Incentive Plan Tied to Share Price Performance

LOS ANGELES- Glass House Brands Inc. a vertically integrated cannabis company, has announced the mailing of its management information circular to shareholders ahead of its annual and special meeting scheduled for June 20, 2025. At this meeting, shareholders will vote on a proposed long-term management incentive plan involving performance-based restricted stock units (RSUs) for key executives.

The proposed plan includes the issuance of 3,000,000 RSUs, representing approximately 2.3% of the company’s fully diluted shares. These RSUs are designed to vest over a five-year period, contingent upon the company’s share price reaching specific milestones—initially at $30.00 per share, with additional vesting if the price attains or exceeds $60.00. As of May 14, 2025, the company’s shares closed at $6.51.

Eligible recipients of the RSUs include CEO Kyle Kazan, President Graham Farrar, CFO Mark Vendetti, Chief Revenue Officer Hilal Tabsh, and General Counsel Benjamin Vega. Vesting is also subject to the executives maintaining their roles for a minimum of three years from the grant date. Payouts for vested RSUs are deferred until the fourth and fifth years following the grant date.

To ensure the plan aligns with shareholder interests and adheres to governance standards, the company’s Board of Directors established a special committee composed of independent directors. This committee engaged Hugessen Consulting, an independent compensation advisor, to assist in evaluating the plan’s structure and potential impact. Additionally, the Board has adopted a clawback policy, allowing for the recovery of awards in the event of financial restatements

CEO Kyle Kazan commented on the plan, suggesting that achieving the outlined share price targets may necessitate the company’s uplisting to a major stock exchange, which could attract increased investor interest and capital.