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00018474092024FYTRUExbrli:shares00018474092023-11-012024-10-310001847409dei:BusinessContactMember2023-11-012024-10-3100018474092024-10-31

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 40-F/A
(Amendment No. 3)

☐ Registration statement pursuant to Section 12 of the Securities Exchange Act of 1934

or

☒ Annual report pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934

For the fiscal year ended October 31, 2024
Commission File Number: 001-40258


HIGH TIDE INC.
(Exact name of registrant as specified in its charter)

N/A
(Translation of Registrant's name into English (if applicable))

Alberta, Canada
(Province or other jurisdiction of incorporation or organization)

5990
(Primary Standard Industrial Classification Code Number (if applicable))

N/A
(I.R.S. Employer Identification Number (if applicable))

Unit 112, 11127 – 15 Street N.E.
Calgary, Alberta
Canada T3K 2M4
(403) 770-9435

(Address and telephone number of Registrant’s principal executive offices)

CCS Global Solutions, Inc.
530 Seventh Avenue, Suite 508
New York, New York 10018
(800) 300-5067

(Name, address (including zip code) and telephone number (including area code)
of agent for service in the United States)

Securities registered or to be registered pursuant to Section 12(b) of the Act.





Title of each class     Trading Symbol    Name of each exchange on which registered
Common Shares HITI
NASDAQ Capital Market

Securities registered or to be registered pursuant to Section 12(g) of the Act. None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None

For annual reports, indicate by check mark the information filed with this Form:

☒ Annual information form
☒ Audited annual financial statements

Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report.

The number of common shares of the issuer outstanding as of October 31, 2024 was 80,787,017

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).

Yes      ☒
NO       ☐

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.

☒ Emerging growth company

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, 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.                                            ☐

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the




Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.                                 ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

EXPLANATORY NOTE

High Tide Inc. (the “Corporation,” “Registrant,” or “High Tide”) is a “foreign private issuer” as defined in Rule 3b-4 under Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is a Canadian issuer eligible to file its annual report pursuant to Section 13 of the Exchange Act on Form 40-F pursuant to the multi-jurisdictional disclosure system (the “MJDS”) adopted by the United States Securities and Exchange Commission (the “SEC”). The Corporation's common shares are listed on the TSX Venture Exchange and the Nasdaq Capital Market (“NASDAQ”) under the trading symbol “HITI”.

The Corporation is filing this Amendment No. 3 (this “Amendment”) to its original Annual Report on Form 40-F for the year ended October 31, 2024, which was filed with the U.S. Securities and Exchange Commission on January 29, 2025 (the “Original 2024 Annual Report”), as amended by Amendment No. 1 filed with the U.S. Securities and Exchange Commission on January 30, 2025 (“Amendment No. 1”), and as further amended by Amendment No. 2 filed with the U.S. Securities and Exchange Commission on March 26, 2025 (“Amendment No. 2” and together with the Original 2024 Annual Report, Amendment No. 1, and this Amendment, the “Annual Report”), in order to refile Exhibit 99.3 – The Registrant’s Annual Information Form for the fiscal year ended October 31, 2024 – to correct typographical date errors on the cover page and first page which inadvertently stated that the date of the annual information was January 29, 2024 instead of January 29, 2025.
In addition, pursuant to the rules of the SEC, this Amendment also contains:

(i) new certifications required by Rule 13a-14(a) or Rule 15d-14(a), pursuant to Section 302 of the Sarbanes-Oxley Act of 2002; and

(ii) new certifications required by 18 U.S.C. Section 1350, as enacted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Except as described above, the Annual Report remains unchanged. In addition, this Amendment does not reflect events occurring after the filing of the Original 2024 Annual Report or modify or update those disclosures. Accordingly, this Amendment should be read in conjunction with the Original 2024 Annual Report and Amendment No. 1 and Amendment No. 2 and the Registrant’s other SEC filings.





SIGNATURES

Pursuant to the requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this Amendment No. 3 to the Annual Report to be signed on its behalf by the undersigned, thereto duly authorized.

DATED the 23th day of April, 2025.
HIGH TIDE INC.
By:/s/ Raj Grover
Name:Raj Grover
Title:Founder, President and Chief Executive Officer



EXHIBIT INDEX
EXHIBIT     DESCRIPTION OF EXHIBIT
97** 
99.1**
99.2*
99.3**** 
99.4****
99.5****
99.6****
99.7****
99.8***
101.INS****Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH****Inline XBRL Taxonomy Extension Schema Document
101.CAL****Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF****Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB****Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE****Inline XBRL Taxonomy Extension Presentation Linkbase Document
104****Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Previously filed as an exhibit to the Original 2024 Annual Report.
** Previously filed as an exhibit to Amendment No. 1.
*** Previously filed as an exhibit to Amendment No. 2.
**** Filed as an exhibit to this Amendment.