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4Front Ventures Corp. Board/Management Information 2025

May 22, 2025

47823_rns_2025-05-22_45a269eb-9fc0-4e05-8f09-9c1037abdce4.pdf

Board/Management Information

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FORM 51-102F3
MATERIAL CHANGE REPORT

  1. Name and Address of Company
    4Front Ventures Corp. (the "Corporation" or "4Front")
    11811 N. Tatum Boulevard
    Suite 3031
    Phoenix, AZ, 85028

  2. Date of Material Change
    May 12, 2025

  3. News Release
    Press release disclosing the material change was released on May 16, 2025 through the facilities of SEC, a copy of which is included at the end of this report as Schedule “A”.

  4. Summary of Material Change
    Effective May 12, 2025, Michael Kronberg voluntarily resigned as Interim Chief Financial Officer. Mr. Kronberg’s resignation was not in connection with any known disagreement with the Corporation on any matter relating to its operations, policies, or practices, including its accounting policies and practices. Mr. Kronberg will remain with the Corporation as Director, Finance, on an at-will basis.

5.1 Full Description of Material Change
Effective May 12, 2025, Michael Kronberg voluntarily resigned as Interim Chief Financial Officer. Mr. Kronberg’s resignation was not in connection with any known disagreement with the Corporation on any matter relating to its operations, policies, or practices, including its accounting policies and practices. Mr. Kronberg will remain with the Corporation as Director, Finance, on an at-will basis.


2

5.2 Disclosure for Restructuring Transactions

Not applicable.

  1. Reliance on subsection 7.1(2) of National Instrument 51-102

The report is not being filed on a confidential basis.

  1. Omitted Information

No significant facts have been omitted from this Material Change Report.

  1. Executive Officer

For further information, contact Andrew Thut, CEO – [email protected] (602) 428-5337 or [email protected].

  1. Date of Report

This report is dated May 22, 2025.

Cautionary Statement Regarding Forward-Looking Information

This news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable Canadian securities laws. All statements other than statements of historical fact are forward-looking statements, and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance often using phrases such as “expects”, “anticipates”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends”, or variations of such words and phrases, or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved, are not statements of historical fact and may be forward-looking statements..

Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors, which may cause actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include: general business, economic, competitive, political and social uncertainties; delay or failure to receive any necessary board, shareholder or regulatory approvals, including the approval of any applicable regulatory authority; and that factors may occur which impede or prevent the Corporation’s future business plans. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, the Corporation does not assume any obligation to update the forward-looking statements, whether they change as a result of new information, future events or otherwise, except as required by law.


Schedule “A”

Form 8K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 16, 2025 (May 12, 2025)

4FRONT VENTURES CORP.
(Exact name of registrant as specified in its charter)

British Columbia
(State or Other Jurisdiction
of Incorporation)

000-56075
(Commission
File Number)

83-4168417
(IRS Employer
Identification No.)

11811 N. Tatum Boulevard, Suite 3031
Phoenix, Arizona 85028
(Address of principal executive offices including zip code)

(602) 428-5337
(Registrant’s telephone number including area code)

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 (see General Instruction A.2. below):

☐ 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(g) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Class A Subordinate Voting Shares, no par value FFNTF OTCQB
FFNT CSE

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective May 12, 2025, Michael Kronberg voluntarily resigned as Interim Chief Financial Officer of 4Front Ventures Corp. (the "Company"). Mr. Kronberg's resignation was not in connection with any known disagreement with the Company on any matter relating to its operations, policies, or practices, including its accounting policies and practices. Mr. Kronberg will not receive any severance in connection with his resignation. Mr. Kronberg will remain with the Company as Director, Finance, on an at-will basis.


SIGNATURE

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

4FRONT VENTURES CORP.

Date: May 16, 2025

/s/ Andrew Thut
Andrew Thut
Chief Executive Officer