Sec Form 4 Filing - JW Asset Management, LLC @ TerrAscend Corp. - 2026-06-24

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
JW Asset Management, LLC
2. Issuer Name and Ticker or Trading Symbol
TerrAscend Corp. [ TSNDF]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Chairman
(Last) (First) (Middle)
1051 N. VENETIAN DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
06/24/2026
(Street)
MIAMI BEACH, FL33139
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Share Option (Right to Buy) $ 10.79 06/24/2026 D 200,000 ( 2 )( 3 ) 03/25/2031 Common Shares 200,000 ( 2 ) ( 3 ) 0 D ( 1 )
Employee Share Option (Right to Buy) $ 0.26 06/24/2026 A 200,000 ( 2 )( 3 ) 03/25/2031 Common Shares 200,000 ( 2 ) ( 3 ) 200,000 D ( 1 )
Employee Share Option (Right to Buy) $ 3.16 06/24/2026 D 1,000,000 ( 2 )( 3 ) 06/19/2028 Common Shares 1,000,000 ( 2 ) ( 3 ) 0 D ( 1 )
Employee Share Option (Right to Buy) $ 0.26 06/24/2026 A 1,000,000 ( 2 )( 3 ) 06/19/2028 Common Shares 1,000,000 ( 2 ) ( 3 ) 1,000,000 D ( 1 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
JW Asset Management, LLC
1051 N. VENETIAN DRIVE
MIAMI BEACH, FL33139
X X Executive Chairman
JW Partners, LP
1051 N. VENETIAN DRIVE
MIAMI BEACH, FL33139
X
JW GP, LLC
1051 N. VENETIAN DRIVE
MIAMI BEACH, FL33139
X
Wild Jason G.
1051 N. VENETIAN DRIVE
MIAMI BEACH, FL33139
X
Signatures
JW Asset Management, LLC /s/ Jason Klarreich Jason Klarreich, Attorney-In-Fact 06/25/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 is being filed by JW Asset Management, LLC (the "Advisor") on behalf of itself and JW Partners, LP ("JWP"), JW GP, LLC (the "General Partner"), and Jason G. Wild ("Wild" and, together with the Advisor, JWP, and the General Partner, the "Reporting Persons"). The Advisor serves as the investment advisor of JWP. The General Partner serves as general partner to JWP. Wild is the managing member of the Advisor and the General Partner. Wild is the Trustee for the Wild Family Foundation and the Howard Wild 2012 Grandchildren's Trust.
( 2 )At the annual general meeting of shareholders (AGM) on June 24, 2025, the shareholders approved the modification of previously-granted options held by employees including the Reporting Person such that, conditional on the Reporting Person's continued employment with the Company for a period of at least 12 months (the "Amendment Service Requirement") from June 24, 2025 (the "Amendment Date"), the original exercise price of such options would be modified to $0.26 per common share (the "Market Price"), calculated as the volume weighted average trading price of the Common Shares on the TSX for the five trading days immediately preceding the Amendment Date.
( 3 )On June 24, 2026, the Amendment Service Requirement was satisfied and the original exercise price of the options was automatically modified to the Market Price. All other terms and conditions of the option, including the expiration date, remain unmodified, including the vesting terms as set forth in the Issuer's definitive proxy statement filed on April 28, 2025.

Remarks:
Exhibit 99 - Information Regarding Joint Filers

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