Chicago Atlantic Opportunity Portfolio, LP and six affiliated entities filed an initial statement of beneficial ownership (Form 3) with the SEC on November 13, 2026, disclosing their combined holdings in Vireo Growth Inc. (VREO) as of the triggering event date of November 9, 2026.

Key Highlights

  • Seven reporting persons: The filing was submitted jointly by Chicago Atlantic Opportunity Portfolio, LP; Chicago Atlantic Advisers, LLC; Chicago Atlantic Manager, LLC; Chicago Atlantic GP Holdings, LLC; Chicago Atlantic Group, LP; Chicago Atlantic Group GP, LLC; and Chicago Atlantic Opportunity GP, LLC.
  • 10% ownership threshold: Each reporting person is identified in the filing as a 10% owner of Vireo Growth Inc.
  • Direct holdings: Chicago Atlantic Opportunity Portfolio, LP directly holds 4,318,279 Subordinate Voting Shares.
  • Indirect holdings: Additional Subordinate Voting Shares are held indirectly through affiliated entities: 2,271,158 by CACO, 363 by CACC, 157,333 by CAEF, and 57,118 by CA CO SPV.
  • Derivative securities: CAOP holds warrants exercisable for 163,152 Subordinate Voting Shares at $4.35, expiring April 28, 2028; CAOF holds a 2025 Convertible Note convertible into 502,800 Subordinate Voting Shares at $18.75, with a conversion amount of $9,427,500 as of November 9, 2026.
  • Share consolidation: According to the filing, all share amounts reflect the issuer's 1-for-30 share consolidation effected June 5, 2026.
  • Shares from arrangement: The filing states that shares received on November 9, 2026, were obtained "in exchange for common shares of Fluent Corp. issued to the record holder in satisfaction of indebtedness, pursuant to the Issuer's plan of arrangement with Fluent Corp."

Chicago Atlantic Group's Initial Beneficial Ownership Disclosure in Vireo Growth

The Form 3, filed on November 13, 2026, establishes the initial beneficial ownership position of a group of Chicago Atlantic-affiliated entities in Vireo Growth Inc., whose Subordinate Voting Shares trade under the ticker VREO. The event triggering the filing occurred on November 9, 2026. According to the filing, the reporting persons "may be deemed members of a group under Section 13(d) of the Securities Exchange Act of 1934, as amended, that beneficially owns more than 10% of the Subordinate Voting Shares."

Directly owned shares are held by Chicago Atlantic Opportunity Portfolio, LP (CAOP), which reports 4,318,279 Subordinate Voting Shares held directly. Indirectly, the filing reports 2,271,158 shares held by CACO, 363 shares by CACC, 157,333 shares by CAEF, and 57,118 shares by CA CO SPV. The filing notes that the direct and certain indirect share totals include shares received on November 9, 2026, through Vireo Growth's plan of arrangement with Fluent Corp., specifically 1,707,620 shares to CAOP, 2,119,324 to CACO, and 57,118 to CA CO SPV. The filing also discloses an under-reporting correction, noting that 79,975 shares (approximately 2,666 shares after the consolidation) purchased by CACO in the open market were "under-reported on Form 4s for transactions on April 4, 2025, May 29, 2025, June 3, 2025, and June 6, 2025."

On the derivative side, CAOP directly holds warrants covering 163,152 Subordinate Voting Shares at an exercise price of $4.35, with an expiration date of April 28, 2028. Indirectly through CAOF, the group holds a 2025 Convertible Note with a conversion amount of $9,427,500 as of November 9, 2026, convertible into 502,800 Subordinate Voting Shares at $18.75 per share. The filing states that the number of shares issuable under the note "will vary with repayments and interest accrual" and that "the maturity date may be extended by one year at the borrowers' option." Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest, according to the filing.

What Was Disclosed

Seven Chicago Atlantic-affiliated entities filed an initial beneficial ownership statement in Vireo Growth Inc., reporting both direct and indirect holdings of Subordinate Voting Shares and derivative securities as of November 9, 2026, following a plan of arrangement involving Fluent Corp.