Greenlane Holdings, Inc.

DEF 14A 1 formdef14a.htm DEF 14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

(Name of Registrant as Specified in Its Charter)

N/A

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

4800 N Federal Hwy, Suite B200

Boca Raton, Florida 33431

NOTICE OF SPECIAL MEETING OF STOCKHOLDERS

To Be Held at 9:00 a.m. Eastern Time on March 25, 2026

Dear Stockholders of Greenlane Holdings, Inc.:

We cordially invite you to attend a special meeting of stockholders (the “Special Meeting”) of Greenlane Holdings, Inc., a Delaware corporation (the “Company”, “Greenlane”, “we”, “us” or “our”), which will be held virtually onWednesday, March 25, 2026 at 9:00 a.m. Eastern Time via live audio webcast on the Internet atwww.virtualshareholdermeeting.com/GNLN2026SM for the following purposes, as more fully described in the accompanying proxy statement for the Special Meeting (the “Proxy Statement”):

In order to provide expanded access to our stockholders, the Board has determined to hold a live audio webcast in lieu of an in-person meeting. You will be able to vote and submit your questions during the meeting atwww.virtualshareholdermeeting.com/GNLN2026SM. The virtual-only approach also lowers costs and aligns with our broader sustainability goals. Although no physical in-person meeting will be held, we designed the format of the Special Meeting to ensure that our stockholders of record who attend the Special Meeting will be afforded similar rights and opportunities to participate as they would at an in-person meeting. As always, we encourage you to vote your shares prior to the Special Meeting either by Internet or by proxy card to help make this meeting format as efficient as possible.

The Board has fixed the close of business on February 25, 2026 as the record date for the Special Meeting. Each holder of shares of Common Stock is entitled to one vote for each share of Common Stock held as of the close of business on the record date. Only stockholders of record on February 25, 2026 are entitled to notice of and to vote at the Special Meeting. Further information regarding voting rights and the matters to be voted upon is presented in the Proxy Statement.

We intend to mail the Proxy Statement and the accompanying proxy card on or about February 26, 2026 to all stockholders of record entitled to vote at the Special Meeting.

YOUR VOTE IS IMPORTANT. Whether or not you plan to attend the Special Meeting, we urge you to submit your vote via the Internet or mail as soon as possible to ensure that your shares are represented. For additional instructions on voting by the Internet, please refer to your proxy card. Returning the proxy does not deprive you of your right to attend the Special Meeting and to vote your shares at the Special Meeting. Please note, however, that if your shares are held of record by a broker, bank or other nominee and you wish to vote at the Special Meeting, you must obtain a proxy issued in your name from that record holder.

We appreciate your continued support of Greenlane.

By order of the Board of Directors,

/s/ Jason Hitchcock

Jason Hitchcock

Chief Executive Officer

Boca Raton, Florida

February 26, 2026

TABLE OF CONTENTS

PROXY STATEMENT

FOR

SPECIAL MEETING OF STOCKHOLDERS