GRST / Ethema Health Corporation - SEC Filings, Annual Report, Proxy Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-15078 Ethema Health Corporation (Exact nam

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2025 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2024 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transit

Lease Agreement with New Journey LLC for the property at 2180 US 60, Morehead, KY

Exhibit 10.6 LEASE AGREEMENT (Address: 2180 US Hwy 60 W, Morehead, Ky 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between New Journey, LLC, a Kentucky limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real property locat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒

Lease Agreement with New Journey LLC for the property at 795 Cranston Road, Morehead, KY

Exhibit 10.5 LEASE AGREEMENT (Address: 2495 Cranston Rd, Morehead, KY 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between New Journey, LLC, a Delaware limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real property locat

Lease Agreement with ERC Investments LLC for the property at 1111 US 60, Morehead, KY

Exhibit 10.3 LEASE AGREEMENT (Address: 1111 US HWY 60 W, Morehead KY 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between ERC Investments, LLC, a Kentucky limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real property lo

Lease Agreement with New Journey LLC for the property at 189 Edgewater Road, Morehead, KY

Exhibit 10.4 LEASE AGREEMENT (Address: 189 Edgewater Rd, Morehead, KY 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between New Journey, LLC, a Kentucky limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real property locat

Lease Agreement with Trent Developments, LLC for the property at 141, 141.5 and 143 East Main Street, Morehead, KY

Exhibit 10.12 1 2 3 4 5 6 7 8 9 10 11 12

Lease Agreement with ERC Investments LLC for the property at 425 Clinic Drive, Morehead, KY

Exhibit 10.1 LEASE AGREEMENT (Address: 425 Clinic Drive, Morehead KY 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between ERC Investments, LLC, a Kentucky limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real property lo

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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 (Date of earliest event reported): January 9, 2025 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organiz

Lease Agreement with JDE Properties LLC for the property at 1135 Rodburn Hollow Drive, Morehead, KY

Exhibit 10.10 LEASE AGREEMENT (Address: 1135 Rodburn Hollow Road, Morehead KY 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between JDE Properties LLC, a Kentucky limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real prop

Lease Agreement with New Journey LLC for the property at 721 White Street, Morehead, KY

Exhibit 10.7 LEASE AGREEMENT (Address: 721 White Street, Morehead KY 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between New Journey LLC, a Kentucky limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real property located

Assignment of Lease Agreement with MAT Properties LLC for the property at 154 S Owens Road, Morehead, KY

Exhibit 10.11 1 2 3 4 5

Lease Agreement with ERC Investments LLC for the property at 445 Clinic Drive, Morehead, KY

Exhibit 10.2 LEASE AGREEMENT (Address: 445 Clinic Drive, Morehead KY 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between ERC Investments, LLC, a Kentucky limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real property lo

Lease Agreement with JDE Properties LLC for the property at 214 Jackson Drive, Morehead, KY

Exhibit 10.9 LEASE AGREEMENT (Address: 214 Jackson Drive, Morehead KY 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between JDE Properties LLC, a Kentucky limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real property loc

Lease Agreement with JDE Properties LLC for the property at 166 Maple Drive, Morehead, KY

Exhibit 10.8 LEASE AGREEMENT (Address: 166 Maple Lane, Morehead KY 40351) THIS LEASE AGREEMENT (this “Lease”) is made and entered into by and between JDE Properties LLC, a Kentucky limited liability company (“Landlord”), and ARIA Kentucky, LLC, a Delaware limited liability company (“Tenant”), dated as of January 1, 2025 (the “Commencement Date”). WHEREAS, Landlord owns certain real property locate

Submission of Matters to a Vote of Security Holders

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 (Date of earliest event reported): January 9, 2025 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organiz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐

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, 2024 ☐ TRANSITION REPO

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, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA

10.01 Asset Purchase Agreement dated October 22, 2024.

Exhibit 10.01

Current Report

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 (Date of earliest event reported): October 22, 2024 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organi

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 June 30, 2024 ☐ TRANSITION REPORT PU

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 June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEAL

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2024 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition

Unregistered Sales of Equity Securities

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 (Date of earliest event reported): July 8, 2024 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organizati

10.01 Letter of Intent July 8, 2024

Exhibit 10.1

10.02 Management Agreement Completed July 10, 2024

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 12, 2024, by and between ETHEMA HEALTH CORPORATION, a Colorado corporation, with headquarters located at 950 Evernia Street, West Palm Beach, FL 33401 (the “Company”), and SHAWN LEON, an individual with an address at 46 Fairway Heights Drive, Thornhill, ON L3T3A9 (the “Buyer”). WHEREAS

10.01 Purchase Agreement, Lease Agreement, Consent to Lease Agreement, Bill of Sale

Exhibit 10.01

Current Report

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 (Date of earliest event reported): June 12, 2024 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organizat

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 March 31, 2024 ☐ TRANSITION REPORT P

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 March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEA

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2024 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-15078 Ethema Health Corporation (Exact nam

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transit

10.01 Revolving Line of Credit Agreement dated January 31, 2024

Exhibit 10.01

10.02 Loan Agreement dated January 31, 2024

Exhibit 10.02

10.03 Security Agreement dated January 31, 2024

Exhibit 10.03

Current Report

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 (Date of earliest event reported): February 1, 2024 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organi

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2023 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or orga

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, 2023 ☐ TRANSITION REPO

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, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2023 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transi

ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 500-0020 UP TO 4,166,666,660 SHARES OF COMMON STOCK THROUGH 416,666,666 UNITS OF 100 SHARES OF COMMON STOCK PER UNIT

ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 500-0020 www.

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Exhibit 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ethema Health Corporation West Palm Beach, Florida We hereby consent to the use in the Prospectus constituting a part of this Registration Statement of our report dated March 31, 2023, relating to the consolidated financial statements of Ethema Health Corporation, which are contained in that Prospectus. We also consent to the re

PRELIMINARY OFFERING CIRCULAR DATED April 10, 2023, SUBJECT TO COMPLETION ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 500-0020 UP TO 4,166,666,660 SHARES OF COMMON STOCK THROUGH 416,666,666 UNITS OF 100 SHARES OF

An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

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 June 30, 2023 ☐ TRANSITION REPORT PU

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 June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEAL

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2023 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition

10.4 Pontus Net Lease Advisors Letter of Intent

Exhibit 10.4 1 2 3 4 5 6 7 8 9 10

10.2 Purchase Agreement and Addendums

Exhibit 10.2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20

10.6 Pontus EHC Palm Beach, LLC Lease

Exhibit 10.6 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78

0.9 Press Releases

Exhibit 10.9 Ethema Closes on Real Estate transaction and Eliminates Major Debt West Palm Beach, FL, August 11, 2023 – Ethema Health Corporation (OTCPINK: GRST) (“Ethema”, “GRST” or the “Company”), filed an 8-K today reporting on the real estate transaction that closed August 4, 2023 and the history of agreements that led to the final closing. The net result of all the transactions on the company

10.7 Ethema Health Corporation Lease to Evernia Health Center

Exhibit 10.7 COMMERCIAL LEASE THIS COMMERCIAL LEASE (the “Lease”), made as of the 4th day of August, 2023 ("Execution Date"), between Ethema Health Corporation, a Colorado corporation ("Landlord") and Evernia Health Center, LLC, a Florida limited liability company, or its permitted assigns ("Tenant"). W I T N E S S E T H: In consideration of the covenants herein contained on the part of Tenant to

10.8 Warrant Exchange Agreement

Exhibit 10.8 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30

10.5 Pontus Net Lease Advisers Agreement of Purchase and Sale

Exhibit 10.5 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33

10.1 Share Exchange Agreement

Exhibit 10.1 1 2 3 4 5 6 7 8

10.3 Stream Capital Partners Listing Agreement

Exhibit 10.3 1 2

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Regulation FD Disclosure

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 (Date of earliest event reported): October 3, 2022 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organiz

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 (Date of earliest event reported): July 14, 2023 ETHEMA HEALTH CORPO

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 (Date of earliest event reported): July 14, 2023 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organizat

July 18, 2023

Exhibit 16.1 July 18, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Changes in Registrant’s Certifying Accountant We have read the statements made by Ethema Health, which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of the Company dated July 18, 2023 and agree with such statements contained there

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 March 31, 2023 ☐ TRANSITION REPORT P

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 March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEA

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2023 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition

May 11, 2023

May 11, 2023 VIA EMAIL AND EDGAR U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Ethema Health Corporation Request for Withdrawal of Amendment to Form 1-A Filed April 10, 2023 (SEC Accession No. 0001903596-23-000283/Commission File No. 024-12027) Dear Sir or Madam: On April 10, 2023, Ethema Health Corporation (the “Company”) filed an Amendment to Form 1-A (Commi

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 (Date of earliest event reported): May 9, 2023 ETHEMA HEALTH CORPORA

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 (Date of earliest event reported): May 9, 2023 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organizatio

16.1 Letter from CohnReznik dated May 9, 2023

Exhibit 16.1

16.2 Letter from Daszkal dated May 9, 2023

Exhibit 16.2

May 4, 2023

May 4, 2023 VIA EMAIL AND EDGAR U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Ethema Health Corporation Request for Withdrawal of Amendment to Form 1-A Filed April 10, 2023 (SEC Accession No. 0001903596-23-000283/Commission File No. 024-12027) Dear Sir or Madam: On April 10, 2023, Ethema Health Corporation (the “Company”) filed an Amendment to Form 1-A (Commis

PRELIMINARY OFFERING CIRCULAR DATED April 10, 2023, SUBJECT TO COMPLETION ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 500-0020 UP TO 4,166,666,660 SHARES OF COMMON STOCK THROUGH 416,666,666 UNITS OF 100 SHARES OF

An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

PRELIMINARY OFFERING CIRCULAR DATED April 10, 2023, SUBJECT TO COMPLETION ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 500-0020 UP TO 4,166,666,660 SHARES OF COMMON STOCK THROUGH 416,666,666 UNITS OF 100 SHARES OF

An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-15078 Ethema Health Corporation (Exact nam

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 (Date of earliest event reported): March 20, 2023 ETHEMA HEALTH CORP

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 (Date of earliest event reported): March 20, 2023 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organiza

Letter from Daszkal Bolton dated March 20, 2023

Exhibit 10.01 March 20, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Ethema Health Corp. Changes in Registrant’s Certifying Accountant We have read the statements made by Ethema Health Corp., which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of the Company dated March 21, 2023, and agree with s

1

Exhibit 2.2 1

1

Exhibit 2.13 1 2 3 4 5 6 7 8 9 10 11 12 13 14

EX1A-12 OPN CNSL

EX1A-12 OPN CNSL 21 sfsgrstrega100622ex121.htm Exhibit 12.1

1

EX1A-2A CHARTER 12 sfsgrstrega100622ex29.htm Exhibit 2.9 1 2

1

Exhibit 2.10 1 2 3

1

Exhibit 2.8 1 2 3 4 5

1

Exhibit 2.11 1 2 3

EX1A-3 HLDRS RTS

EX1A-3 HLDRS RTS 17 sfsgrstrega100622ex31.htm

1

EX1A-2A CHARTER 3 sfsgrstrega100622ex21.htm Exhibit 2.1 1 2 3 4 5 6 7 8 9 10 11 12 13 14

1

Exhibit 2.6 1 2 3

1

Exhibit 2.7 1 2 3

Ethema Health Corporation SUBSCRIPTION AGREEMENT

Exhibit 4.1 Ethema Health Corporation SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINI

1

Exhibit 2.12 1 2 3

1

Exhibit 2.4 1 2

EX1A-3 HLDRS RTS

1

Exhibit 2.5 1

1

EX1A-2A CHARTER 5 sfsgrstrega100622ex23.htm Exhibit 2.3 1 2

1

Exhibit 2.4 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EX1A-11 CONSENT 20 sfsgrstrega100622ex111.htm CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ethema Health Corporation West Palm Beach, Florida We hereby consent to the incorporation by reference in this Offering Statement on Form 1-A of our report dated April 14, 2022, relating to the consolidated financial statements of Ethema Health Corporation at and for the years ended December 31,

OFFERING CIRCULAR DATED NOVEMBER 17 , 2022 ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 593-8365 UP TO 4,166,666,666 SHARES OF COMMON STOCK

PART II AND III 2 sfsgrstrega100622.htm OFFERING CIRCULAR DATED NOVEMBER 17 , 2022 ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 593-8365 www.ethemahealth.com UP TO 4,166,666,666 SHARES OF COMMON STOCK Ethema Health Corporation, a Colorado corporation (the “Company,” “Ethema,” “we,” “us,” and “our”), is offering up to 4,166,666,666 shares (“Shares”) of its common

November 16, 2022

November 16, 2022 Securities and Exchange Commission We are requesting qualification for the Form 1-AA submission at 4:00 PM on Friday November 18 or as soon as practical thereafter. Respectfully, Shawn Leon President

November 16, 2022

November 16, 2022 Securities and Exchange Commission We are rescinding our request for qualification for the Form 1-A submitted on November 15, 2022. Respectfully, Shawn Leon President

November 15, 2022

November 15, 2022 Securities and Exchange Commission We are requesting qualification for the Form 1-A submission as soon as the SEC reasonably deems it possible to do so. Respectfully, Shawn Leon President

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, 2022 ☐ TRANSITION REPO

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, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA

1

Exhibit 2.4 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

EX1A-12 OPN CNSL

Exhibit 12.1

1

Exhibit 2.13 1 2 3 4 5 6 7 8 9 10 11 12 13 14

1

Exhibit 2.4 1 2

1

Exhibit 2.5 1

1

Exhibit 2.9 1 2

Ethema Health Corporation SUBSCRIPTION AGREEMENT

Exhibit 4.1 Ethema Health Corporation SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINI

1

Exhibit 2.3 1 2

1

EX1A-2A CHARTER 15 sfsgrstrega100622ex212.htm Exhibit 2.12 1 2 3

1

Exhibit 2.7 1 2 3

1

Exhibit 2.10 1 2 3

1

Exhibit 2.8 1 2 3 4 5

1

Exhibit 2.6 1 2 3

EX1A-3 HLDRS RTS

EX1A-3 HLDRS RTS 17 sfsgrstrega100622ex31.htm

OFFERING CIRCULAR DATED OCTOBER 26 , 2022, SUBJECT TO COMPLETION ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 593-8365 UP TO 4,166,666,666 SHARES OF COMMON STOCK

OFFERING CIRCULAR DATED OCTOBER 26 , 2022, SUBJECT TO COMPLETION ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 593-8365 www.

EX1A-3 HLDRS RTS

EX1A-3 HLDRS RTS 18 sfsgrstrega100622ex32.htm

1

Exhibit 2.1 1 2 3 4 5 6 7 8 9 10 11 12 13 14

1

Exhibit 2.11 1 2 3

1

EX1A-2A CHARTER 4 sfsgrstrega100622ex22.htm Exhibit 2.2 1

1

EX1A-2A CHARTER 9 sfsgrstrega100622ex26.htm Exhibit 2.6 1 2 3

1

Exhibit 2.10 1 2 3

1

Exhibit 2.13 1 2 3 4 5 6 7 8 9 10 11 12 13 14

1

Exhibit 2.2 1

1

Exhibit 2.4 1 2

1

Exhibit 2.12 1 2 3

1

Exhibit 2.3 1 2

1

Exhibit 2.4 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

EX1A-12 OPN CNSL

Exhibit 12.1

1

Exhibit 2.7 1 2 3

1

Exhibit 2.11 1 2 3

Ethema Health Corporation SUBSCRIPTION AGREEMENT

Exhibit 4.1 Ethema Health Corporation SUBSCRIPTION AGREEMENT THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINI

1

Exhibit 2.9 1 2

PRELIMINARY OFFERING CIRCULAR DATED SEPTEMBER 8, 2022, SUBJECT TO COMPLETION ETHEMA HEALTH CORPORATION 950 Evernia Street West Palm Beach, Florida 33401 561- 593-8365 UP TO 4,166,666,666 SHARES OF COMMON STOCK

An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

EX1A-3 HLDRS RTS

1

EX1A-2A CHARTER 11 sfsgrstrega100622ex28.htm Exhibit 2.8 1 2 3 4 5

1

Exhibit 2.1 1 2 3 4 5 6 7 8 9 10 11 12 13 14

EX1A-3 HLDRS RTS

1

Exhibit 2.5 1

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 June 30, 2022 ☐ TRANSITION REPORT PU

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 June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEAL

Current Report

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 (Date of earliest event reported): June 16, 2022 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organizat

Restated and Consolidated Note dated June 1, 2022

Exhibit 10.02

Note Exchange Agreement dated June 1, 2022

Exhibit 10.01

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 March 31, 2022 ☐ TRANSITION REPORT P

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 March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-15078 Ethema Health Corporation (Exact nam

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

NT 10-K 1 sfsgrstnt10k032822.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transitio

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, 2021 ☐ TRANSITION REPO

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, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transi

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 June 30, 2021 ☐ TRANSITION REPORT PU

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 June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEAL

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

NT 10-Q 1 f2sgrstnt10q081321.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Re

Convertible Promissory Note dated June 4, 2021 (Labrys Note)

Exhibit 10.02

Warrant Agreement dated June 4, 2021 (Labrys Warrant)

Exhibit 10.03

Securities Purchase Agreement dated June 4, 2021 (Labrys SPA)

Exhibit 10.01

Current Report

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 (Date of earliest event reported): June 4, 2021 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organizati

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 March 31, 2021 ☐ TRANSITION REPORT P

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 March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEA

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition

Financial Statements and Exhibits

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 (Date of earliest event reported): April 30, 2021 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organiza

Securities Purchase Agreement dated May 7, 2021 (Labrys SPA)

Exhibit 10.01

Warrant Agreement dated May 7, 2021 (Labrys Warrant)

Exhibit 10.03

Convertible Promissory Note dated May 7, 2021 (Labrys Note)

Exhibit 10.02

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-15078 Ethema Health Corporation (Exact nam

-

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transit

Bauman Option Amendment dated October 31, 2020 (Bauman Option Amendment)

This STOCK OPTION AGREEMENT (the ?Agreement?) is made as of October 29, 2020 by and between ETHEMA HEALTH CORPORATION, a Colorado corporation (?Ethema? or ?Transferor?), and JOSHUA BAUMAN (?Bauman? or the ?Transferee?).

Securities Purchase Agreement dated November 30, 2020 (Labrys SPA)

Securities Purchase Agreement dated July 12, 2020 (Leonite SPA)

Bauman Note Amendment dated October 31, 2020 (Bauman Note Amendment)

AMENDMENT #1 TO THE CONVERTIBLE PROMISSORY NOTE ISSUED ON SEPTEMBER 14, 2020 THIS AMENDMENT #1 TO THE CONVERTIBLE PROMISSORY NOTE ISSUED ON September 14, 2020 (the ?Amendment?) is entered into as of October 31, 2020 (the ?Effective Date?), by and between Ethema Health Corporation, a Colorado corporation (the ?Company?), and Joshua Bauman (the ?Holder?) (collectively the ?Parties?).

Securities Purchase Agreement dated October 29, 2020 (FirstFire SPA)

Securities Purchase Agreement dated August 13, 2020 (Auctus SPA)

Convertible Promissory Note dated July 12, 2020 (Leonite Note)

Leonite Note Amendment dated July 12, 2020 (Leonite Note Amendment)

Convertible Promissory Note dated October 29, 2020 (FirstFire Note)

Securities Purchase Agreement dated September 14, 2020 (Blasiak SPA)

ETHEMA HEALTH CORPORATION SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the ?Agreement?) is made as of September 14, 2020 by and between ETHEMA HEALTH CORPORATION (?Ethema?), a Colorado corporation, and ADDICTION RECOVERY INSTITUTE OF AMERICA, LLC F/K/A SEASTONE DELRAY HEALTHCARE, LLC, a Florida limited liability company, and SHAWN E LEON, an individual, (collectively, the ?Company?), and Ed Blasiak (the ?Purchaser).

Labrys Term Sheet dated November 24, 2020 (Labrys Term Sheet)

Convertible Promissory Note dated August 13, 2020 (Auctus Note)

Leonite Option Amendment (Leonite Option Amendment)

This STOCK OPTION AGREEMENT (the ?Agreement?) is made as of October 29, 2020 by and between ETHEMA HEALTH CORPORATION, a Colorado corporation (?Ethema? or ?Transferor?), and LEONOITE CAPITAL LLC, a Delaware Limited Liability Company (?Leonite? or the ?Transferee?).

Option Agreement dated November 30, 2020 (Labrys Warrants)

Leonite Series B Share Purchase Agreement dated July 12, 2020 (Leonite Series B)

Securities Purchase Agreement dated September 14, 2020 (Bauman SPA)

ETHEMA HEALTH CORPORATION SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the ?Agreement?) is made as of September 14, 2020 by and between ETHEMA HEALTH CORPORATION (?Ethema?), a Colorado corporation, and ADDICTION RECOVERY INSTITUTE OF AMERICA, LLC F/K/A SEASTONE DELRAY HEALTHCARE, LLC, a Florida limited liability company, and SHAWN E LEON, an individual, (collectively, the ?Company?), and Joshua Bauman (the ?Purchaser).

Securities Purchase Agreement dated October 29, 2020 (Geneva SPA)

Option Agreement dated July 12, 2020 (Leonite Option)

This STOCK OPTION AGREEMENT (the ?Agreement?) is made as of July 10, 2020 by and between ETHEMA HEALTH CORPORATION, a Colorado corporation (?Ethema? or ?Transferor?), and LEONOITE CAPITAL LLC, a Delaware Limited Liability Company (?Leonite? or the ?Transferee?).

Option Agreement dated September 14, 2020 (Bauman Option)

This STOCK OPTION AGREEMENT (the ?Agreement?) is made as of September 14, 2020 by and between ETHEMA HEALTH CORPORATION, a Colorado corporation (?Ethema? or ?Transferor?), and JOSHUA BAUMAN (?Bauman? or the ?Transferee?).

Option Agreement dated September 14, 2020 (Blasiak Option

This STOCK OPTION AGREEMENT (the ?Agreement?) is made as of September 14, 2020 by and between ETHEMA HEALTH CORPORATION, a Colorado corporation (?Ethema? or ?Transferor?), and ED BLASIAK (?Blasiak? or the ?Transferee?).

Labrys Conversion Notice dated November 25, 2020 (Labrys Conversion)

Leonite Warrant Agreement dated July 12, 2020 (Leonite Warrant)

Leonite Series A Share Purchase Agreement dated July 12, 2020 (Leonite Series

Financial Statements and Exhibits

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 (Date of earliest event reported): May 15, 2020 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organizati

Convertible Promissory Note dated November 30, 2020 (Labrys Note)

Auctus Warrant Agreement dated August 13, 2020 (Auctus Warrant)

Convertible Promissory Note dated September 14, 2020 (Blasiak Note)

THIS NOTE HAS BEEN ISSUED WITH ?ORIGINAL ISSUE DISCOUNT? FOR U.S. FEDERAL INCOME TAX PURPOSES. THE ISSUER WILL MAKE AVAILABLE TO ANY HOLDER OF THIS NOTE: (1) THE ISSUE PRICE AND ISSUE DATE OF THE NOTE, (2) THE AMOUNT OF ORIGINAL ISSUE DISCOUNT ON THE NOTE, (3) THE YIELD TO MATURITY OF THE NOTE, AND (4) ANY OTHER INFORMATION REQUIRED TO BE MADE AVAILABLE BY U.S. TREASURY REGULATIONS UPON RECEIVING

Option Agreement dated October 29, 2020 (FirstFire Option)

This STOCK OPTION AGREEMENT (the ?Agreement?) is made as of October 29, 2020 by and between ETHEMA HEALTH CORPORATION, a Colorado corporation (?Ethema? or ?Transferor?), and FIRSTFIRE GLOBAL OPPORTUNIITES FUND, LLC, a Delaware Limited Liability Company (?FirstFire? or the ?Transferee?).

Convertible Promissory Note dated September 14, 2020 (Bauman Note)

THIS NOTE HAS BEEN ISSUED WITH ?ORIGINAL ISSUE DISCOUNT? FOR U.S. FEDERAL INCOME TAX PURPOSES. THE ISSUER WILL MAKE AVAILABLE TO ANY HOLDER OF THIS NOTE: (1) THE ISSUE PRICE AND ISSUE DATE OF THE NOTE, (2) THE AMOUNT OF ORIGINAL ISSUE DISCOUNT ON THE NOTE, (3) THE YIELD TO MATURITY OF THE NOTE, AND (4) ANY OTHER INFORMATION REQUIRED TO BE MADE AVAILABLE BY U.S. TREASURY REGULATIONS UPON RECEIVING

Convertible Promissory Note dated November 25, 2020 (Geneva Note)

Securities Purchase Agreement dated November 25, 2020 (Geneva SPA

Convertible Promissory Note dated October 29, 2020 (Geneva Note

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, 2020 ☐ TRANSITION REPO

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, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA

Quarterly Report -

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 June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEAL

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 March 31, 2020

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 March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEA

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2019 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-15078 Ethema Health Corporation (Exact nam

-

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: March 31, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition

Letter of Intent dated June 17, 2020 by and between Ethema Health Corporation and Biohazard Health Services LLC

Amendment to convertible note dated March 5, 2019 by and between Ethema Health Corporation and First Fire Global Opportunities Fund LLC

Financial Statements and Exhibits

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 (Date of earliest event reported): May 15, 2020 Ethema Health Corporation (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation) (Commission

Amendment to convertible note date July 8, 2019 by and between Ethema Health Corporation and Labrys Fund, LP

Ethema Signs LOI on Acquisition of a majority Interest in Biohazard Health Services LLC

Ethema Signs LOI on Acquisition of a majority Interest in Biohazard Health Services LLC West Palm Beach, FL, June 16, 2020 – Ethema Health Corporation (OTCQB: GRST) (“Ethema” “GRST” or the “Company”), has signed an LOI to purchase a majority interest in Biohazard Health Services LLC of West Palm Beach, Florida (“Covid Clear”), or the (“Vendor”), is an environmental services company providing disinfecting, testing and training services to companies and institutions to provide their employees and customers with safe work and meeting spaces.

Amendment to convertible note dated August 7, 2019 by and between Ethema Health Corporation and Auctus Fund, LLC

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U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transit

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2020 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organiz

Current Report

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 (Date of earliest event reported): March 30, 2020 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organiza

Financial Statements and Exhibits, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

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 (Date of earliest event reported): January 6, 2020 ETHEMA HEALTH CORPORATION f/k/a GREENESTONE HEALTHCARE CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other

Filed stamped copy of the articles of Amendment dated January 14, 2020.

GRST / Greenestone Healthcare Corp. 10-Q - Quarterly Report -

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, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA

GRST / Greenestone Healthcare Corp. NT 10-Q - -

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transi

GRST / Greenestone Healthcare Corp. 10-Q - Quarterly Report -

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 June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEAL

GRST / Greenestone Healthcare Corp. NT 10-Q - -

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition

Form of Convertible Promissory Note, dated July 15, 2019

NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS.

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 (Date of earliest event reported): July 19, 2019 ETHEMA HEALTH CORPORATION f/k/a GREENESTONE HEALTHCARE CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other j

GRST / Greenestone Healthcare Corp. 10-Q Quarterly Report

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 March 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-54748 ETHEMA HEA

GRST / Greenestone Healthcare Corp. (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2018 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-15078 Ethema Health Corporation (Exact n

Convertible Promissory Note dated September 10, 2018 between Ethema Health Corporation and Power Up Lending Group Ltd.

Purchase Agreement dated April 3, 2019 between Jaggm LLC and Addiction Recovery Institute of America (formerly known as Seastone Delray Healthcare)

Subscription Agreement to Series N Convertible Note

SUBSCRIPTION AGREEMENT Ethema Health Corporation (the “Corporation”) The undersigned Subscriber hereby subscribes for a Series N Convertible Note of the Corporation (the “Note”) in the principal amount indicated below next to the Subscriber’s signature (the “Subscription Price”) together with Warrants to purchase common stock of the Corporation equal to the principal amount of the Note at a purchase price per share of USD$0.

Convertible Promissory Note dated January 9, 2019 between Ethema Health Corporation and Power Up Lending Group Ltd.

Securities Purchase Agreement dated January 9, 2019 between Ethema Health Corporation and Power Up Lending Group Ltd.

Press Release dated March 1, 2019

Series N Convertible Note

This Note, and the securities issuable upon the conversion of this Note, have not been registered under the Securities Act of 1933, as amended (the "Act") or applicable state law and may not be sold, transferred or otherwise disposed of unless registered under the Act and any applicable state act or unless the Company receives an opinion from counsel for the holder and is satisfied that this Note and the underlying securities may be transferred without registration under the Act.

Grid Promissory Note dated March 18, 2019 between Ethema Health Corporation and Local Link Wellness, LLC

PROMISSORY NOTE March 18, 2019 FOR VALUE RECEIVED, Local Link Wellness, LLC (the “Company”), with an office at 369 Montauk Highway, Suite C, East Moriches, NY 11940, hereby promises to pay to Ethema Health Corporation, a Colorado corporation (the “Holder”), with an address at 810 Andrews Avenue, Delray Beach, Florida 33483, the principal sum of Twenty Thousand Dollars ($20,000) (the “Base Amount”)

Form of Warrant to Series N Note

WARRANT AGREEMENT This Warrant Agreement (the “Agreement”) made as of March , 2019, between ETHEMA HEALTH CORPORATION, a Colorado corporation, with headquarters at 810 Andrews Avenue, Delray Beach, Florida 33483 (“Company”), and (“Warrant Holder”).

Securities Purchase Agreement dated January 28, 2019 between Ethema Health Corporation and Power Up Lending Group Ltd.

Convertible Promissory Note dated March 5, 2019 between Ethema Health Corporation and FirstFire Global Opportunities Fund, LLC

Convertible Promissory Note dated January 28, 2019 between Ethema Health Corporation and Power Up Lending Group Ltd.

Letter of Intent dated February 25, 2019 by and between Ethema Health Corporation and Mr. William Hayes and Ms. Mary Fogarty

Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits

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 (Date of earliest event reported): April 16, 2019 (January 9, 2019) Ethema Health Corporation (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorpo

GRST / Greenestone Healthcare Corp. (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2018 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-15078 Ethema Health Corporation (Exact n

GRST / Greenestone Healthcare Corp.

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53488 NOTIFICATION OF LATE FILING Check One: [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transit

GRST / Greenestone Healthcare Corp. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 000-15078 Commission File

GRST / Greenestone Healthcare Corp. NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-15078 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transi

Current Report

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 (Date of earliest event reported): April 18, 2018 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organiza

GRST / Greenestone Healthcare Corp. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 000-15078 Commission File

GRST / Greenestone Healthcare Corp. NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-15078 NOTIFICATION OF LATE FILING Check One: [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 (Date of earliest event reported): May 23, 2018 ETHEMA HEALTH CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-15078 84-1227328 (State or other jurisdiction of incorporation or organizati

EX-10.3

Sublease Agreement dated May 23, 2018.

WARRANT AGREEMENT This Warrant Agreement (the “Agreement”) made as of April 30, 2018, between ETHEMA HEALTH CORPORATION, a Colorado corporation, with headquarters at 810 Andrews Avenue, Delray Beach, Florida 33483 (“Company”), and (“Warrant Holder”).

Lease Agreement dated May 23, 2018.

EX-10.1 2 f2sgrst8k053118ex101.htm This Note, and the securities issuable upon the conversion of this Note, have not been registered under the Securities Act of 1933, as amended (the "Act") or applicable state law and may not be sold, transferred or otherwise disposed of unless registered under the Act and any applicable state act or unless the Company receives an opinion from counsel for the hold

EX-10.4

GRST / Greenestone Healthcare Corp. 10-Q/A (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2018 OR □ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 000-15078 E

Amendments to Agreement of Purchase and Sale between Delray andrews RE LLC and AREP 5400 East Avenue LLC: 8th Amendment

Leonite Captial $165,000.00 Coonverrtible Note

Amendments to Agreement of Purchase and Sale between Delray andrews RE LLC and AREP 5400 East Avenue LLC: 3rd Amendment

Amendments to Agreement of Purchase and Sale between Delray andrews RE LLC and AREP 5400 East Avenue LLC: 6th Amendment

Amendments to Agreement of Purchase and Sale between Delray andrews RE LLC and AREP 5400 East Avenue LLC: 1st Amendment

Leonite Captial $330,000.00 Coonverrtible Note

Power Up Lending $153,000,00 Convertible Note

GRST / Greenestone Healthcare Corp. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2018 OR □ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File Number: 000-15078 ETHEMA HEALTH CORPO

Leonite Capital $605,000.00 Convertible Note

Series N $3,000,000.00 Convertible Notes

This Note, and the securities issuable upon the conversion of this Note, have not been registered under the Securities Act of 1933, as amended (the "Act") or applicable state law and may not be sold, transferred or otherwise disposed of unless registered under the Act and any applicable state act or unless the Company receives an opinion from counsel for the holder and is satisfied that this Note and the underlying securities may be transferred without registration under the Act.

Amendments to Agreement of Purchase and Sale between Delray andrews RE LLC and AREP 5400 East Avenue LLC: 5th Amendment

Amendments to Agreement of Purchase and Sale between Delray andrews RE LLC and AREP 5400 East Avenue LLC: 2nd Amendment

Amendments to Agreement of Purchase and Sale between Delray andrews RE LLC and AREP 5400 East Avenue LLC: 7th Amendment