UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

001-38875

(Commission file number)

Greenlane Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware

83-0806637

State or other jurisdiction of

incorporation or organization

(I.R.S. Employer

Identification No.)

4800 N Federal Hwy, Suite B200
Boca Raton, FL		33431
(Address of principal executive offices)		(Zip Code)

(877) 292-7660

Registrant’s telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A Common Stock, $0.01 par value per share		GNLN		Nasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No ☒

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☐ No ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of November 12, 2025, Greenlane Holdings, Inc. had 1,501,551 shares of Class A common stock outstanding

GREENLANE HOLDINGS, INC.

TABLE OF CONTENTS

		Page
PART I	Financial Information
Item 1.	Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Operations and Comprehensive Loss	4
	Condensed Consolidated Statements of Stockholders’ Equity	5
	Condensed Consolidated Statements of Cash Flows	6
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	39
Item 4.	Controls and Procedures	39

PART II	Other Information	40
Item 1.	Legal Proceedings	40
Item 1A.	Risk Factors	40
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds, and Issuer Purchases of Equity Securities	50
Item 5.	Other Information	50
Item 6.	Exhibits	51
Signatures		52

PART I

ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)

GREENLANE HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts)

	September 30, 2025			December 31, 2024
	(unaudited)
ASSETS
Current assets
Cash	$	1,810		$	899
Accounts receivable, net of allowance of $3,383 and $2,616 at September 30, 2025 and December 31, 2024, respectively		4,138			4,262
Inventories, net		6,250			14,215
Vendor deposits		64			3,091
Other current assets		2,080			1,305
Total current assets		14,342			23,772

Property and equipment, net		1,101			1,420
Operating lease right-of-use assets		300			1,043
Other assets		1,895			2,396
Total assets	$	17,638		$	28,631

LIABILITIES
Current liabilities
Accounts payable	$	4,066		$	9,787
Accrued expenses and other current liabilities		1,555			1,218
Customer deposits		684			2,661
Current portion of notes payable		—			7,674
Current portion of operating leases		319			926
Total current liabilities		6,624			22,266

Operating leases, less current portion		1			83
Total liabilities		6,625			22,349
Commitments and contingencies (Note 7)		-

STOCKHOLDERS’ EQUITY
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, none issued and outstanding		—			—
Class A common stock, $0.01 par value per share, 600,000,000 shares authorized, 1,386,551 and 3,023 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively*		—			—
Class B common stock, $0.0001 par value per share, 30,000,000 shares authorized, and 0 shares issued and outstanding as of September 30, 2025 and December 31, 2024*		—			—
Common stock, value		—			—


Additional paid-in capital*		301,841			281,095
Accumulated deficit		(290,944	)		(274,929	)
Accumulated other comprehensive income		265			265
Total stockholders’ equity attributable to Greenlane Holdings, Inc.		11,162			6,431
Non-controlling interest		(149	)		(149	)
Total stockholders’ equity		11,013			6,282
Total liabilities and stockholders’ equity	$	17,638		$	28,631

After giving effect to the Reverse Stock Splits - See Note 9 - Stockholders’ Equity.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

GREENLANE HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(Unaudited)

(in thousands, except share and per share amounts)


	Three months ended September 30,						Nine months ended September 30,
	2025			2024			2025			2024

Net sales	$	737		$	4,038		$	2,994		$	11,616
Cost of sales		5,840			1,011			7,374			6,066
Gross profit (loss)		(5,103	)		3,027			(4,380	)		5,550
Operating expenses:
Salaries, benefits and payroll taxes		1,462			1,609			3,848			6,066
General and administrative		1,956			1,771			6,550			6,864
Restructuring expenses		492			—			492			—
Depreciation and amortization		87			185			394			635
Total operating expenses		3,997			3,565			11,284			13,565
Loss from operations		(9,100	)		(538	)		(15,664	)		(8,015	)

Other income (expense), net:
Interest expense		(2	)		(3,219	)		(393	)		(4,030	)
Change in fair value of contingent consideration		—			—			—			1,000
Gain on extinguishment of debt		—			—			—			2,166
Other income (expense), net		169			—			42			(3	)
Total other income (expense), net		167			(3,219	)		(351	)		(867	)
Loss before income taxes		(8,933	)		(3,757	)		(16,015	)		(8,882	)
Provision for (benefit from) income taxes		—			—			—			—
Net loss		(8,933	)		(3,757	)		(16,015	)		(8,882	)
Less: Net income (loss) attributable to non-controlling interest		—			—			—			(17	)
Net loss attributable to Greenlane Holdings, Inc.	$	(8,933	)	$	(3,757	)	$	(16,015	)	$	(8,865	)

Net loss attributable to Class A common stock per share - basic and diluted (Note 9)*	$	(6.44	)	$	(5,484.67	)	$	(19.88	)	$	(12,044.84	)
Weighted-average shares of Class A common stock outstanding - basic and diluted (Note 9)*		1,386,551			685			805,484

SEC Form 10-Q filed by Greenlane Holdings Inc.