Canopy Growth (WEED) Proxy filing summary

Executive summary

• The annual general and special meeting is scheduled for September 25, 2026, with a virtual-only format to encourage broader shareholder participation.

• Shareholders will vote on director elections, auditor appointment, share consolidation, by-law amendments, incentive plan renewal, and executive compensation matters.

• The company completed a strategic recapitalization, returned to revenue growth, and acquired MTL Cannabis Corp., strengthening its position in the Canadian medical cannabis market.

• Cost reduction efforts exceeded targets, and new product launches drove growth in both medical and adult-use cannabis segments.

Voting matters and shareholder proposals

• Proposals include electing five directors, appointing MNP LLP as auditor, approving a share consolidation, ratifying an advance notice by-law, renewing the Omnibus Incentive Plan, and advisory votes on executive compensation and its frequency.

• The board recommends voting FOR all proposals, including annual say-on-pay votes.

• Shareholders may submit proposals for the 2027 meeting between April 28 and June 27, 2027.

Board of directors and corporate governance

• The board consists of five directors, four of whom are independent; the chair is independent.

• Committees include Audit and CGCN (Corporate Governance, Compensation and Nominating), each with defined charters and responsibilities.

• The board updated governance policies, including an advance notice by-law and anti-bribery policy.

• Directors participated in continuing education on M&A, regulatory changes, and industry trends.

• Board and committee effectiveness is assessed annually, with high attendance and engagement.