UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~_________________~~___________________________________

FORM 8-K

~~_________________~~___________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)~~of the Securities Exchange Act of 1934~~

~~Date~~ of ~~Report~~the ~~(Date~~Securities ofExchange ~~earliest~~Act ~~event~~of ~~reported): August 5, 2025~~1934

~~_______________________________~~September 18, 2025

Date of Report (date of earliest event reported)

___________________________________

JUSHI HOLDINGS INC.

(Exact name of registrant as specified in its charter)

~~_______________________________~~___________________________________

British Columbia	000-56468	98-1547061
British Columbia(State or other jurisdiction of incorporation or organization)			000-56468(Commission File Number)	98-1547061(I.R.S. Employer Identification Number)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
301 Yamato Road, Suite 3250Boca Raton, FL 33431
(Address of principal executive offices and zip code)
(561) 617-9100
(Registrant's telephone number, including area code)

~~301 Yamato Road, Suite 3250~~___________________________________

Boca Raton, Florida 33431

(Address of Principal Executive Offices)

(561) 617-9100

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

_______________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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


Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol	Name of each exchange on which registered
None	N/A	N/A

Title of each class Trading Symbol(s) Name of each exchange on which registered None N/A N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 21.0201. ~~Results~~Entry ofInto ~~Operations~~a ~~and~~Material ~~Financial~~Definitive ~~Condition~~Agreement.

OnModification ~~August 5, 2025, Jushi Holdings Inc. issued a press release announcing its financial results for the second quarter ended June 30, 2025. A copy of the press release is furnished as Exhibit 99.1~~ to ~~this~~Loan ~~Current Report on Form 8-K.~~Agreement

~~The~~On ~~information~~September in18, ~~this Item 2.02~~2025, ~~including~~Jushi ~~Exhibit~~Holdings 99Inc.1, is(the ~~being furnished and shall not be deemed~~ “~~filed~~Company”) ~~for~~and ~~purposes~~certain of ~~Section~~its 18subsidiaries and FVCBank (the “~~Section~~Lender”) ofentered ~~the~~into ~~Securities~~a ~~Exchange~~modification ~~Act~~agreement ~~of 1934, as amended~~ (the “~~Exchange~~Modification ~~Act~~Agreement”), orwith ~~otherwise~~respect ~~subject~~ to ~~the~~its ~~liabilities~~loan ~~of that Section~~agreement, ~~nor~~dated ~~shall~~April it6, be2023, ~~deemed incorporated~~ by ~~reference~~and ~~into~~between ~~any~~certain ~~registration~~subsidiaries ~~statement~~of ~~or other filing under~~ the ~~Securities~~Company ~~Act~~and ~~of 1933, as amended, or~~ the ~~Exchange Act, except as shall be expressly set forth by specific reference in such filing~~Lender.

~~Item~~The 9Modification Agreement increases the principal outstanding balance of the loan by $4,000,000 (the “Additional Loan Proceeds”), extends the maturity date to September 18, 2030, and lowers the interest rate floor from 8.0125% to 7.50% ~~Financial~~(but ~~Statements~~does not change the interest rate, which remains the average 30-day secured overnight financing rate plus 3.55%). The loan, as modified, remains principally secured by the Company’s cultivation and ~~Exhibits~~manufacturing facility located in Manassas, Virginia (the “Property”). Additionally, the Modification Agreement requires $761,113.98 of the Additional Loan Proceeds be placed in a restricted account to be used for the fulfillment of certain conditions related to the existing construction on the Property.

The foregoing summary of the Modification Agreement does not purport to be complete and is subject to, and qualified in its entirety by, reference to the full text of the Modification Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 above is incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

The Company issued a press release, dated September 22, 2025, relating to the Modification Agreement. A copy of the press release is furnished herewith as Exhibit 99.1 and is hereby incorporated by reference into this Item 7.01.

The information disclosed pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liability of that section and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.	~~Description~~	Description
99.1	Press Release of Jushi Holdings Inc. dated August 5, 2025
10.1		Allonge and Modification Agreement, dated September 18, 2025, by and among Dalitso LLC, JREHVA, LLC, Jushi VA, LLC, Jushi Holdings Inc. and FVCBank.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)
99.1		Press Release of Jushi Holdings Inc., dated September 18, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	~~JUSHI HOLDINGS INC.~~		JUSHI HOLDINGS INC.
Date: August 5, 2025	By:	/s/ Michelle Mosier
Date: September 22, 2025			By:	/s/ Jon Barack
		Michelle Mosier
				Jon Barack
		Chief Financial Officer
				President, Chief Revenue Officer and Corporate Secretary

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