A stockholder class action lawsuit has been filed against Tilray Brands and its board members on October 31, 2024, challenging the voting standard applied to share authorization proposals. The complaint alleges that the company incorrectly stated a majority-of-votes-cast standard instead of the required majority-of-outstanding-shares standard in its 2023 and 2024 proxy statements.The lawsuit claims that Tilray's 2023 share authorization increase from 980M to 1.198B shares was not validly approved, as it failed to meet the voting threshold required by the company's certificate of incorporation. Similarly, the 2024 proposal to increase authorized shares to 1.416B shares is being challenged for using the incorrect voting standard.The plaintiff seeks injunctive relief to prevent Tilray from holding a vote on the 2024 share authorization proposal until corrective disclosures are made, and requests declaration that the 2023 share authorization and any shares issued under it are invalid. ISS has recommended shareholders vote "FOR" the 2024 proposal at the upcoming November 21 meeting.

A stockholder class action lawsuit has been filed against Tilray Brands and its board members on October 31, 2024, challenging the voting standard applied to share authorization proposals. The complaint alleges that the company incorrectly stated a majority-of-votes-cast standard instead of the required majority-of-outstanding-shares standard in its 2023 and 2024 proxy statements.The lawsuit claims that Tilray's 2023 share authorization increase from 980M to 1.198B shares was not validly approved, as it failed to meet the voting threshold required by the company's certificate of incorporation. Similarly, the 2024 proposal to increase authorized shares to 1.416B shares is being challenged for using the incorrect voting standard.The plaintiff seeks injunctive relief to prevent Tilray from holding a vote on the 2024 share authorization proposal until corrective disclosures are made, and requests declaration that the 2023 share authorization and any shares issued under it are invalid. ISS has recommended shareholders vote "FOR" the 2024 proposal at the upcoming November 21 meeting.