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| CIK | 1706524 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to urban-gro, Inc.
SEC Filings (Chronological Order)
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| June 3, 2026 |
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 3, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 29, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| May 27, 2026 |
Ex-Filing Fees CALCULATION OF FILING FEE TABLES S-1 URBAN-GRO, INC. Table 1: Newly Registered and Carry Forward Securities Line Item Type Security Type Security Class Title Notes Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to be Paid Equity Common stock, par val |
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| May 27, 2026 |
Exhibit 10.29 FIRST AMENDMENT This first amendment (the “Amendment”) to the Financing Documents (as defined below) is entered into as of April 20, 2026 (the “Effective Date”), by and between Urban-gro, Inc., a Delaware corporation (the “Company”), and Hudson Global Ventures, LLC, a Nevada limited liability company (the “Investor”, and collectively with the Company, the “Parties”). WHEREAS the Part |
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| May 27, 2026 |
As filed with the United States Securities and Exchange Commission on May 26, 2026 under the Securities Act of 1933, as amended. |
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| May 20, 2026 |
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 20, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 20, 2026 |
Exhibit 99.1 Letter to Shareholders from CEO Bradley Nattrass A New Chapter: From Controlled Environment Agriculture to Global Cricket Media LAFAYETTE, Colo., May 20, 2026 (GLOBE NEWSWIRE) – Dear Fellow Shareholders, Following the filing of our most recent Quarterly Report on Form 10-Q, I want to update you directly. The business you own today is not the one most of you originally invested in. You |
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| May 20, 2026 |
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, 2026 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: 001-39933 urban-gro, Inc. (E |
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| May 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39933 FORM 12b-25 CUSIP Number 91704K301 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2026 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transi |
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| May 14, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| May 11, 2026 |
COMMON STOCK PURCHASE WARRANT URBAN-GRO, INC. Exhibit 10.30 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE R |
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| May 11, 2026 |
Exhibit 10.31 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. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| May 11, 2026 |
As confidentially submitted to the Securities and Exchange Commission on May 11, 2026. |
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| May 11, 2026 |
Exhibit 10.32 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 23, by and between URBAN-GRO, INC., a Delaware corporation, with headquarters located at 1751 Panorama Point, Unit G, Lafayette, Colorado, 80026 (the “Company”), and AGILE HUDSON PARTNERS LLC, a Delaware limited liability company, with its address at 641 Lexington Avenue, 17th Floor, |
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| May 11, 2026 |
Exhibit 10.29 CONSULTING AGREEMENT This consulting agreement (“Agreement”) is entered into as of November 20, 2025 (the “Effective Date”) between Hudson Global Ventures, LLC, a Nevada limited liability company (“Consultant”) and Urban-GRO, Inc., a Delaware corporation (“COMPANY”) (collectively, the “Parties”). RECITAL A. WHEREAS, COMPANY deems it to be in its best interest to retain Consultant to |
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| May 4, 2026 |
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 28, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 4, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 30, 2026 |
As confidentially submitted to the Securities and Exchange Commission on April 29, 2026. |
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| April 24, 2026 |
Assignment and Assumption Agreement Exhibit 10.1 Assignment and Assumption Agreement This Assignment and Assumption Agreement (“Agreement”) dated as of April , 2026 (“Effective Date”), is entered into by and among GROW HILL LLC, a Washington limited liability company, with offices located at 420 NE 72nd Street, Apt 706, Seattle, Washington 98115-5876 (the “Assignor”), HUDSON GLOBAL VENTURES, LLC, a Nevada limited liability company, |
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| April 24, 2026 |
Exhibit 10.3 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is entered into as of April 20, 2026, (the “Effective Date”), between Hudson Global Ventures, LLC (“Holder”), on the one hand, and urban-gro, Inc., a Delaware corporation on the other hand (the “Company”), on the other hand. The Company and Hudson are sometimes herein referred to as, the “Parties,” and each, sometimes, a “Pa |
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| April 24, 2026 |
Exhibit 10.2 FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT (“Agreement”), dated as of April 20, 2026, is made by and among urban-gro, Inc., a Delaware corporation (the “Company”) and urban-gro Canada Technologies Inc., each a wholly owned subsidiary of the Company (collectively with the Company, the “Borrower”), and Hudson Global Ventures, LLC, a Nevada limited liability company (the “Hudson”). |
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| April 24, 2026 |
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 20, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 21, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39933 URBAN-GRO, INC. (Exact name of registrant as sp |
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| April 15, 2026 |
SUBSIDIARIES OF THE REGISTRANT Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Entity Name Jurisdiction of Formation urban-gro Canada Technologies, Inc. Canada urban-gro Europe B.V. Netherlands urban-gro Europe OPS B.V. Netherlands UGFS, LLC Colorado Impact Engineering, Inc. Colorado urban-gro Engineering, Inc. Colorado urban-gro Architect Holdings, LLC Colorado 2WR of Colorado, Inc. Colorado 2WR of Georgia, Inc. Georgia MJ12 Desig |
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| April 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39933 URBAN-GRO, INC. (Exact name of registrant as specified in its cha |
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| April 15, 2026 |
Insider Trading Policy [to be inserted] Exhibit 19 Insider Trading Policy [to be inserted] |
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| April 14, 2026 |
COMMON STOCK PURCHASE WARRANT URBAN-GRO, INC. Exhibit 10.3 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
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| April 14, 2026 |
Exhibit 10.5 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of April 7, 2026 (this “Agreement”), is among Urban-gro, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries (as defined in the Purchase Agreement) of the Company (such subsidiaries, the “Guarantors” and, collectively with the Company, the “Debtor” or “Debtors”) and Agile Hudson Partners LLC, a Delaware limited lia |
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| April 14, 2026 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 7, 2026, by and between URBAN-GRO, INC., a Delaware corporation, with headquarters located at 1751 Panorama Point, Unit G, Lafayette, Colorado, 80026 (the “Company”), and AGILE HUDSON PARTNERS LLC, a Delaware limited liability company, with its address at 641 Lexington Avenue, 17th Fl |
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| April 14, 2026 |
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 13, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 14, 2026 |
COMMON STOCK PURCHASE WARRANT URBAN-GRO, INC. Exhibit 10.4 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE RE |
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| April 14, 2026 |
Exhibit 10.2 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. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| April 6, 2026 |
Exhibit 99.2 urban-gro, Inc. Outlines Strategy Targeting Global T20 Cricket Market and Near-Term Execution Milestones LAFAYETTE, COLORADO / GlobeNewswire / April 6th , 2026 / urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”), today furnished an investor presentation via a Current Report on Form 8-K, outlining elements of its strategic focus on opportunities within the global T20 cricke |
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| April 6, 2026 |
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 6, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numb |
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| April 6, 2026 |
Exhibit 99.1 NASDAQ: UGRO urban - gro, Inc operating as Flash Sports G Medi a, Inc. Strategic Focus: LPL Broadcast Rights & Expansion into Malaysia, Singapore, and Zimbabwe urban - gro, Inc. 1.1 LEGAL DISCLOSURES Forward - Looking Statements G Risk Factors Important Legal Information: This presentation contains forward - looking statements under Section 27A of the Securities Act of 1933 and Sectio |
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| March 31, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39933 FORM 12b-25 CUSIP Number 91704K301 NOTIFICATION OF LATE FILING (Check One) x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: December 31, 2025 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Tran |
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| March 9, 2026 |
urban-gro, Inc. Regains Full Nasdaq Compliance Following Balance Sheet and Governance Improvements Exhibit 99.1 urban-gro, Inc. Regains Full Nasdaq Compliance Following Balance Sheet and Governance Improvements Lafayette, Colorado, March 9, 2026 – urban-gro, Inc. (“urban-gro” or the “Company”), which operates its sports and media business under the Flash Sports & Media brand, today announced that it has received written notification from The Nasdaq Stock Market LLC (“Nasdaq”) confirming that th |
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| March 9, 2026 |
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 9, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numb |
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| March 5, 2026 |
Exhibit 16.1 March 3, 2026 Securities and Exchange Commission 100 F Street, N.W. Washington, D.C. 20549 Ladies and Gentlemen, We have read Item 4.01 of Form 8-K dated February 27, 2026 of urban-gro, Inc., and are in agreement with the statements contained therein as it regards our firm. We have no basis to agree or disagree with other statements of the registrant contained in Item 4.01. Sincerely, |
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| March 5, 2026 |
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 27, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| February 25, 2026 |
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 19, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| February 25, 2026 |
Exhibit 10.2 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the “Agreement”) is entered into as of February 19, 2026, (the “Effective Date”), by and among Agile Capital Funding, LLC, a New York limited liability company (“Collateral Agent”) and Agile Lending, LLC, a Virginia limited liability company (“Agile” or “Holder”), on the one hand, and urban-gro, Inc., a Delaware corporation on the other hand |
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| February 25, 2026 |
Exhibit 10.1 FORBEARANCE AGREEMENT THIS FORBEARANCE AGREEMENT (“Agreement”), dated as of February 19, 2025, is made by and among urban-gro, Inc., a Delaware corporation (the “Company”) and urban-gro Canada Technologies Inc., each a wholly owned subsidiary of the Company (collectively with the Company, the “Borrower”), Agile Lending, LLC, a Virginia limited liability Company (“Lender”), and Agile C |
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| February 19, 2026 |
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 17, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| February 18, 2026 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among URBAN-GRO, INC., UGRO MERGER SUB, INC., and FLASH SPORTS & MEDIA, INC. AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of February 17, 2026, by and among URBAN-GRO, INC., a Delaware corporation (“UGRO”), UGRO MERGER SUB, INC., a Delaware corporation and wholly owned subsidiary of UGR |
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| February 18, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 23, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation |
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| February 18, 2026 |
Exhibit 99.1 urban-gro, Inc. Completes Merger with Flash Sports and Media Inc., Providing Shareholders with Access to the Rapidly Evolving Sports & Media Digital Landscape Lafayette, Colorado, February 17, 2026 – (Nasdaq: UGRO) (“urban-gro” or the “Company”) today announced that it has completed its merger with Flash Sports and Media, Inc. (the “Merger”) to acquire 100% of the outstanding shares o |
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| February 18, 2026 |
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 17, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| February 18, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 4, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation |
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| February 18, 2026 |
Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF URBAN-GRO, INC. ESTABLISHING THE DESIGNATIONS, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF ITS SERIES B CONVERTIBLE PREFERRED STOCK Pursuant to Section 151 of Delaware General Corporation Law (“Delaware Law”) and the Certificate of Incorporation of URBAN-GRO, INC., a corporation organized and existing under Delaware Law (the “Corporation”), the Corpor |
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| February 17, 2026 |
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, 2025 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: 001-39933 URBAN-GRO, INC |
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| February 10, 2026 |
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 June 30, 2025 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: 001-39933 URBAN-GRO, INC. (Ex |
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| February 10, 2026 |
COMMON STOCK PURCHASE WARRANT URBAN-GRO, INC. Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG |
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| February 10, 2026 |
BUSINESS LOAN AND SECURITY AGREEMENT Exhibit 10.3 BUSINESS LOAN AND SECURITY AGREEMENT THIS BUSINESS LOAN AND SECURITY AGREEMENT (as the same may be amended, restated, modified, or supplemented from time to time, this “Agreement”) dated as of February 03, 2026 (the “Effective Date”) among Agile Capital Funding, LLC as collateral agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”), a |
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| February 10, 2026 |
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 9, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File N |
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| February 10, 2026 |
Exhibit 10.1 EQUITY PURCHASE AGREEMENT This equity purchase agreement is entered into as of February 4, 2026 (this “Agreement”), by and between urban-gro, Inc., a Delaware corporation (the “Company”), and Hudson Global Ventures, LLC, a Nevada limited liability company (the “Investor”, and collectively with the Company, the “Parties”). WHEREAS, the Parties desire that, upon the terms and subject to |
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| February 10, 2026 |
CONFESSED JUDGMENT SECURED PROMISSORY NOTE Exhibit 10.4 CONFESSED JUDGMENT SECURED PROMISSORY NOTE IMPORTANT NOTICE: THIS INSTRUMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS YOU MAY HAVE AS A DEBTOR AND ALLOWS THE CREDITOR TO OBTAIN A JUDGMENT AGAINST YOU WITHOUT ANY FURTHER NOTICE. CONFESSED JUDGMENT SECURED PROMISSORY NOTE $105,000.00 Dated: February 03, 2026 FOR VALUE RECEIVED, the under |
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| February 10, 2026 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 4, 2026, by and between URBAN-GRO, INC., a Delaware corporation (the “Company”), and HUDSON GLOBAL VENTURES, LLC, a Nevada limited liability company (together with it permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respe |
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| February 5, 2026 |
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 4, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File N |
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| February 5, 2026 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Pursuant to Section 242 of the General Corporation Law of the State of Delaware urban-gro, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), hereby certifies as follows: FIRST: The name of the Corporation is urban-gr |
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| February 5, 2026 |
urban-gro to Implement 1-for-25 Reverse Stock Split Exhibit 99.1 urban-gro to Implement 1-for-25 Reverse Stock Split Lafayette, Colorado, February 5, 2026 – urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”) announced today that the Company’s Board of Directors approved a reverse stock split of one share for every twenty-five (25) shares of common stock. The reverse stock split had been authorized by the Company’s stockholders at the ann |
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| February 3, 2026 |
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, 2025 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: 001-39933 URBAN-GRO, INC. (E |
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| January 30, 2026 |
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 30, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File N |
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| January 29, 2026 |
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 23, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File N |
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| January 29, 2026 |
FORM OF PURCHASE AND SUBSCRIPTION AGREEMENT Exhibit 10.1 FORM OF PURCHASE AND SUBSCRIPTION AGREEMENT This PURCHASE AND SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the last date set forth on the signature page hereof by and among URBAN-GRO, INC., a Delaware corporation (the “Company”), and each undersigned investor in the Company (each a “Subscriber”). W I T N E S S E T H: WHEREAS, the Company is making a private offering (the “O |
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| January 20, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| January 20, 2026 |
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 13, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File N |
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| January 16, 2026 |
SUBSIDIARIES OF THE REGISTRANT Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT Entity Name Jurisdiction of Formation urban-gro Canada Technologies, Inc. Canada urban-gro Europe B.V. Netherlands urban-gro Europe OPS B.V. Netherlands UGFS, LLC Colorado Impact Engineering, Inc. Colorado urban-gro Engineering, Inc. Colorado urban-gro Architect Holdings, LLC Colorado 2WR of Colorado, Inc. Colorado 2WR of Georgia, Inc. Georgia MJ12 Desig |
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| January 16, 2026 |
urban-gro, Inc. (the “Company”) CLAWBACK POLICY Exhibit 97.1 urban-gro, Inc. (the “Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the "Board") believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company's pay-for-performance compensation philosophy. The Board has therefore adopted this po |
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| January 16, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO 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 Commission File Number: 001-39933 URBAN-GRO, INC. (Exact name of registrant as specified in its cha |
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| January 8, 2026 |
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 2, 2026 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File Nu |
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| December 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 24, 2025 |
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): November 18, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File |
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| November 24, 2025 |
urban-gro, Inc. Receives Nasdaq Determination Regarding Continued Listing Requirements Exhibit 99.1 urban-gro, Inc. Receives Nasdaq Determination Regarding Continued Listing Requirements Lafayette, Colo., November 24, 2025 – urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”) today announced that it has received a determination letter (the “Letter”) from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that its failure to timely file its Quarterly Report on For |
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| November 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39933 FORM 12b-25 CUSIP Number 91704K202 NOTIFICATION OF LATE FILING (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tran |
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| November 12, 2025 |
BILL OF SALE, ASSIGNMENT AND ASSUMPTION, AND PURCHASE AGREEMENT Exhibit 10.1 BILL OF SALE, ASSIGNMENT AND ASSUMPTION, AND PURCHASE AGREEMENT This Bill of Sale, Assignment and Assumption, and Purchase Agreement (this “Agreement”), dated as of November 3, 2025, is made by and among 2WR of Georgia, Inc., a Georgia corporation (“Buyer”), and UG Architecture, Inc., f/k/a 2WR of Colorado, Inc., a Colorado corporation (“Seller”), and urban-gro Architect Holdings, LLC |
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| November 12, 2025 |
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): November 5, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| October 31, 2025 |
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 30, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File N |
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| October 20, 2025 |
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 14, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File N |
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| October 14, 2025 |
BINDING LETTER OF INTENT October 14, 2025 Exhibit 10.1 BINDING LETTER OF INTENT October 14, 2025 This Letter of Intent (this “LOI”) summarizes the principal terms relating to a merger (the “Merger”) transaction to be entered into between a to be formed wholly-owned subsidiary (“Merger Sub 1”) of urban-gro, Inc., a Delaware corporation (the “Company”), an additional wholly-owned subsidiary (“Merger Sub 2”) of the Company, and Flash Sports |
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| October 14, 2025 |
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 14, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File N |
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| October 7, 2025 |
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 7, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File Nu |
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| October 3, 2025 |
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): September 26, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File |
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| October 3, 2025 |
SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE Exhibit 10.1 SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE This Settlement Agreement and Mutual General Release (“Agreement”) is made and entered into as of September 26, 2025 (“Execution Date”), by and among: GEMINI FINANCE CORP., a California corporation; UG CONSTRUCTION, INC. DBA EMERALD CONSTRUCTION MANAGEMENT, INC., a Colorado corporation; URBAN-GRO, INC., a Delaware corporation; BRADLEY NA |
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| September 2, 2025 |
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): August 26, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| September 2, 2025 |
STOCK AND ASSET PURCHASE AGREEMENT Exhibit 2.1 STOCK AND ASSET PURCHASE AGREEMENT This Stock and Asset Purchase Agreement (this “Agreement”) is made and entered into effective as of August 27, 2025, by and among (i) 2WR Holdco, LLC, a Delaware limited liability company (“Buyer”), (ii) 2WR of Georgia, Inc., a Georgia corporation (“2WR of GA”), (iii) urban-gro Architect Holdings, LLC, a Delaware limited liability company (“Parent”), |
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| August 22, 2025 |
Exhibit 99.1 urban-gro, Inc. Receives Nasdaq Delisting Determination; Announces Comprehensive Review of Strategic Alternatives and Provides Corporate Update LAFAYETTE, Colo., August 22, 2025 - urban-gro, Inc. (NASDAQ:UGRO) (“urban-gro” or the “Company”), an integrated professional services and design-build firm, today announced that it received a determination letter (the “Determination”) from The |
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| August 22, 2025 |
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): August 18, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 14, 2025 |
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): August 14, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File Nu |
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| August 14, 2025 |
urban-gro, Inc. Enters into Non-Binding Letter of Intent for Sale of 2WR Subsidiary Exhibit 99.1 urban-gro, Inc. Enters into Non-Binding Letter of Intent for Sale of 2WR Subsidiary LAFAYETTE, Colo., August 14, 2025 - urban-gro, Inc. (NASDAQ:UGRO) (“urban-gro” or the “Company”), an integrated professional services and Design-Build firm offering solutions to multiple sectors, today announced that the Company has entered into a non-binding letter of intent with CM Capital Management |
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| August 13, 2025 |
Exhibit 4.1 urban-gro Promissory Note Page 1 of 9 PROMISSORY NOTE $395,556.00 Denver, CO August 8, 2025 FOR VALUE RECEIVED, urban-gro, Inc. (the “Borrower”) promises to pay in lawful money of the United States to the order of J Brrothers LLC (“Lender”) on or before the eight month anniversary of the date above, an amount not to exceed the principal sum of THREE HUNDRED NINETY-FIVE THOUSAND FIFTY-F |
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| August 13, 2025 |
SETTLEMENT AND RELEASE AGREEMENT Exhibit 10.1 SETTLEMENT AND RELEASE AGREEMENT This Settlement and Release Agreement (“Agreement”) is made and entered into by and between urban-gro, Inc. (“urban-gro”), a Delaware corporation, and J Brrothers LLC (“J Brothers”), Arizona limited liability company, in its individual capacity and as manager for Herb-a-More LLC (“Herb-a-More”), a New Jersey limited liability company, as of August 08 2 |
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| August 13, 2025 |
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): August 8, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File Num |
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| August 6, 2025 |
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 31, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 (Commission File Numb |
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| July 2, 2025 |
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 26, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numb |
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| July 2, 2025 |
CONFESSED JUDGMENT SECURED PROMISSORY NOTE Exhibit 10.2 CONFESSED JUDGMENT SECURED PROMISSORY NOTE IMPORTANT NOTICE: THIS INSTRUMENT CONTAINS A CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS YOU MAY HAVE AS A DEBTOR AND ALLOWS THE CREDITOR TO OBTAIN A JUDGMENT AGAINST YOU WITHOUT ANY FURTHER NOTICE. CONFESSED JUDGMENT SECURED PROMISSORY NOTE $1,050,000.00 Dated: June 24, 2025 FOR VALUE RECEIVED, the undersi |
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| July 2, 2025 |
BUSINESS LOAN AND SECURITY AGREEMENT Exhibit 10.1 BUSINESS LOAN AND SECURITY AGREEMENT THIS BUSINESS LOAN AND SECURITY AGREEMENT (as the same may be amended, restated, modified, or supplemented from time to time, this “Agreement”) dated as of June 24, 2025(the “Effective Date”) among Agile Capital Funding, LLC as collateral agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”), and Ag |
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| May 23, 2025 |
urban-gro, Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) urban-gro, Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) LAFAYETTE, Colo., May 23, 2025 – urban-gro, Inc. (NASDAQ: UGRO) ("urban-gro" or the "Company"), an integrated professional services and Design-Build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and other commercial sectors, today announced that the Company received a notice (the |
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| May 23, 2025 |
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 21, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| April 18, 2025 |
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, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 18, 2025 |
urban-gro, Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) urban-gro, Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) LAFAYETTE, Colo., April 18, 2025 – urban-gro, Inc. (NASDAQ: UGRO) ("urban-gro" or the "Company"), an integrated professional services and Design-Build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and other commercial sectors, today announced that the Company received a notice (t |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39933 FORM 12b-25 CUSIP Number 91704K202 NOTIFICATION OF LATE FILING (Check One) x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ 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 ¨ Tran |
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| March 21, 2025 |
FIRST AMENDMENT TO LOAN DOCUMENTS AND WAIVER FIRST AMENDMENT TO LOAN DOCUMENTS AND WAIVER THIS FIRST AMENDMENT TO LOAN DOCUMENTS AND WAIVER (“Amendment”) is dated as of March 18, 2025, and is effective as of March 1, 2025 (the “Effective Date”), and is by and between GEMINI FINANCE CORP. |
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| March 21, 2025 |
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 18, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| February 28, 2025 |
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 24, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| February 28, 2025 |
urban-gro Secures $4M Contract as Lead Design Firm for Medical Center urban-gro Secures $4M Contract as Lead Design Firm for Medical Center LAFAYETTE, Colo. |
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| February 25, 2025 |
urban-gro, Inc. Signs $6 Million LED Lighting Equipment Contract urban-gro, Inc. Signs $6 Million LED Lighting Equipment Contract LAFAYETTE, Colo. February 25, 2025 — urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”), an integrated professional services and Design-Build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and commercial sectors, today announced the signing of an LED lighting equipment contract with a leading nor |
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| February 25, 2025 |
Regulation FD Disclosure, 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): February 25, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| February 19, 2025 | ||
| February 19, 2025 |
Fbacklog UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 x 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 o 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: 0 |
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| February 19, 2025 |
Consulting and Transition Agreement of Richard Akright, February 18, 2025 urban-gro, Inc. CONSULTING AND TRANSITION AGREEMENT THIS CONSULTING AND TRANSITION AGREEMENT (this “Agreement”), dated as of February 18, 2025, by and among urban-gro, Inc., a Delaware corporation (the “urban-gro” or the “Company”), and Richard Akright, an individual (“Akright”). The Company and Akright may be referred to herein as a “Party” or collectively as the “Parties.” RECITALS Whereas, Akri |
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| February 19, 2025 |
Severance Agreement of Jason T. Archer, February 14, 2025 SEVERANCE AGREEMENT This Severance Agreement (“Agreement”) is made and entered into as of February 14, 2025, between urban-gro, Inc. |
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| February 19, 2025 |
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 14, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| February 18, 2025 |
Fbacklog 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 September 30, 2024 or o 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: 001-39933 URBAN |
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| February 18, 2025 |
urban-gro, Inc. Clawback Policy urban-gro, Inc. (the “Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the "Board") believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company's pay-for-performance compensation philosophy. The Board has therefore adopted this policy which pr |
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| February 18, 2025 |
Fbacklog 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, 2024 or o 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: 001-39933 URBAN-GRO, |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 2) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED December 31, 2023 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39933 URBAN-GRO, INC. (Exact name of registra |
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| February 6, 2025 |
Regulation FD Disclosure, 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): February 6, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| February 6, 2025 |
urban-gro, Inc. Signs $24 Million Construction Contract with Leading Midwest MSO urban-gro, Inc. Signs $24 Million Construction Contract with Leading Midwest MSO LAFAYETTE, Colo. February 6, 2025 — urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”), an integrated professional services and Design-Build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and commercial sectors, today announced the signing of the construction phase of a significan |
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| February 5, 2025 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events 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 31, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| February 5, 2025 |
Common Stock Purchase Warrant dated as of February 5, 2025 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. |
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| January 30, 2025 |
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 29, 2025 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| January 30, 2025 |
urban-gro, Inc. Granted Extension by Nasdaq to Regain Compliance urban-gro, Inc. Granted Extension by Nasdaq to Regain Compliance LAFAYETTE, Colo., January 29, 2025 – urban-gro, Inc. (NASDAQ: UGRO) ("urban-gro" or the "Company"), an integrated professional services and Design-Build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and other commercial sectors, today announced that it has received an exception from the Listing Qualificati |
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| November 27, 2024 |
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): November 21, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| November 27, 2024 |
urban-gro, Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) urban-gro, Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) LAFAYETTE, Colo., November 27, 2024 – urban-gro, Inc. (NASDAQ: UGRO) ("urban-gro" or the "Company"), an integrated professional services and Design-Build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and other commercial sectors, today announced that the Company received a notice |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39933 FORM 12b-25 CUSIP Number 91704K202 NOTIFICATION OF LATE FILING (Check One) ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: September 30, 2024 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Tra |
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| October 3, 2024 |
Loan Agreement, dated as of October 1, 2024, between urban-gro, Inc. and Grow Hill, LLC LOAN AGREEMENT LOAN AGREEMENT, dated as of October 1, 2024, by and between URBAN-GRO, INC. |
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| October 3, 2024 |
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 1, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| October 3, 2024 |
Common Stock Purchase Warrant dated as of October 1, 2024 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. |
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| October 3, 2024 |
urban-gro Signs Approximately $12 Million in New Cannabis Sector Contracts in the Third Quarter urban-gro Signs Approximately $12 Million in New Cannabis Sector Contracts in the Third Quarter LAFAYETTE, Colo. |
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| October 3, 2024 |
Secured Promissory Note dated as of October 1, 2024 SECURED PROMISSORY NOTE $2,100,000 Denver, CO October 1, 2024 FOR VALUE RECEIVED, urban-gro, Inc. |
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| October 3, 2024 |
Security Agreement, dated as of October 1, 2024, between urban-gro, Inc. and Grow Hill, LLC SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of October 1, 2024 (this “Agreement”), is among urban-gro, Inc. |
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| August 23, 2024 |
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): August 20, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 23, 2024 |
urban-gro, Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) urban-gro, Inc. Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) LAFAYETTE, Colo., August 23, 2024 – urban-gro, Inc. (NASDAQ: UGRO) ("urban-gro" or the "Company"), an integrated professional services and Design-Build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and other commercial sectors, today announced that the Company received a notice ( |
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| August 14, 2024 |
urban-gro, Inc. Announces Delayed 10-Q Filing and Restatement of Previously Issued Financial Statements Tied to Incorrect Accounting of Deferred Tax Liabilities Associated with Historical Acquisitions No Expected Material Impact on Revenue, Adjusted EBITDA, or Cash Flows Expects Q2 2024 Revenue of $17.5 Million, a Sequential 13% Increase LAFAYETTE, Colo., August 14, 2024 – urban-gro, Inc. (NASDAQ: |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39933 FORM 12b-25 CUSIP Number 91704K202 NOTIFICATION OF LATE FILING (Check One) ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ 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 ¨ Transiti |
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| August 14, 2024 |
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): August 12, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 26, 2024 |
urban-gro Signs Approximately $12M in New Cannabis Sector Contracts in the Second Quarter urban-gro Signs Approximately $12M in New Cannabis Sector Contracts in the Second Quarter LAFAYETTE, Colo. |
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| June 26, 2024 |
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 26, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numb |
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| June 20, 2024 |
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 19, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numb |
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| June 20, 2024 |
Exhibit 10.1 AMENDMENT NO. 2 TO URBAN-GRO, INC. 2021 OMNIBUS STOCK INCENTIVE PLAN WHEREAS, urban-gro, Inc. (the “Corporation”) maintains the urban-gro, Inc. 2021 Omnibus Stock Incentive Plan (the “Plan,” capitalized terms not defined in this Amendment shall have the meaning as defined in the Plan), which was previously adopted by the Board of Directors of the Corporation (the “Board”) on February |
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| June 10, 2024 |
UGRO / urban-gro, Inc. / AWM Investment Company, Inc. - UGRO 13G/A Passive Investment THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* urban-gro, Inc. (Name of Issuer) Common Stock, Par Value $0.001 (Title of Class of Securities) 91704K202 (CUSIP Number) May 31, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w |
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| May 30, 2024 |
urban-gro, Inc. Announces the Appointment of Sadler, Gibb & Associates LLC as Audit Firm urban-gro, Inc. Announces the Appointment of Sadler, Gibb & Associates LLC as Audit Firm LAFAYETTE, Colo., May 30, 2024 – urban-gro, Inc. (NASDAQ: UGRO) ("urban-gro" or the "Company"), an integrated professional services and Design-Build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and other commercial sectors, today announced the appointment of Sadler, Gibb & Associat |
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| May 30, 2024 |
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 29, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| May 6, 2024 | ||
| May 6, 2024 |
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 6, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 30, 2024 |
urban-gro, Inc. Reports First Quarter 2024 Financial Results and Reaffirms Full Year 2024 Guidance Exhibit 99.1 urban-gro, Inc. Reports First Quarter 2024 Financial Results and Reaffirms Full Year 2024 Guidance •Revenue of $15.5 million, representing a sequential increase of 4% over $15.0 million •General and Administrative Expenses decreased $2.8 million to $4.3 million, as compared to $7.1 million in the prior year period, and decreased $1.2 million on a sequential basis as compared to the fo |
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| April 30, 2024 |
Fbacklog 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 March 31, 2024 or o 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: 001-39933 URBAN-GRO |
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| April 30, 2024 |
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, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 25, 2024 |
urban-gro, Inc. Clawback Policy urban-gro, Inc. (the “Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the "Board") believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company's pay-for-performance compensation philosophy. The Board has therefore adopted this policy which pr |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39933 URBAN-GRO, INC. (Exact name of registra |
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| March 28, 2024 |
Description of urban-gro, Inc.’s Common Stock. EXHIBIT 4.1 DESCRIPTION OF THE URBAN-GRO, INC. SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following descriptions are summaries of the material terms of our certificate of incorporation and bylaws. Reference is made to the more detailed provisions of, and the descriptions are qualified in their entirety by reference to, the certificate of incorporation a |
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| March 28, 2024 |
(incorporated by reference to Exhibit 21.1 to the Form 10-K EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT Entity Name Jurisdiction of Formation urban-gro Canada Technologies, Inc. Canada urban-gro Europe B.V. Netherlands urban-gro Europe OPS B.V. Netherlands UGFS, LLC Colorado Impact Engineering, Inc. Colorado urban-gro Engineering, Inc. Colorado urban-gro Architect Holdings, LLC Colorado 2WR of Colorado, Inc. Colorado 2WR of Georgia, Inc. Georgia MJ12 Desig |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39933 URBAN-GRO, INC. (Exact name of registrant as specified in its cha |
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| March 27, 2024 |
Exhibit 99.1 urban-gro, Inc. Reports 2023 Financial Results and Provides Outlook on 2024 Performance Backlog of $110 million as of December 31, 2023, a sequential increase of $26 million 2024 outlook calls for strengthening revenues and positive Adjusted EBITDA Company to host conference call and webcast today, March 27, 2024 at 4:30 PM ET LAFAYETTE, Colo. Mar. 27, 2024 — urban-gro, Inc. (Nasdaq: |
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| March 27, 2024 |
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 27, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| February 14, 2024 |
UGRO / urban-gro, Inc. / AWM Investment Company, Inc. - UGRO 13G/A Passive Investment THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* urban-gro, Inc. (Name of Issuer) Common Stock, Par Value $0.001 (Title of Class of Securities) 91704K202 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 14, 2024 |
UGRO / urban-gro, Inc. / AdvisorShares Trust - AMENDMENT NO. 1 Passive Investment SC 13G/A 1 schedule13ga.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 Urban-Gro Inc (Name of Issuer) common shares, $0.01 par value (Title of |
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| January 2, 2024 |
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 2, 2024 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| January 2, 2024 |
urban-gro, Inc. Secures Design-Build Contract Valued at Approximately $20 Million Dollars Exhibit 99.1 urban-gro, Inc. Secures Design-Build Contract Valued at Approximately $20 Million Dollars LAFAYETTE, Colo., January 2, 2024 – urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”), an integrated professional services consulting firm, today announced that it has secured a design-build contract with an existing vertically integrated U.S.-based multi-state Cannabis cultivation an |
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| December 18, 2023 |
urban-gro, Inc. Finalizes $10 Million Interest-Only Revolving Asset Based Lending Facility Exhibit 99.1 urban-gro, Inc. Finalizes $10 Million Interest-Only Revolving Asset Based Lending Facility LAFAYETTE, Colo., December 18, 2023 – urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”), an integrated professional services and consulting firm, today announced that UG Construction, Inc. (“the Borrower”), the Company’s wholly-owned construction subsidiary, has finalized an interest |
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| December 18, 2023 |
ecurity Agreement, dated as of December 12, 2023, between UG Construction and Lender Exhibit 10.3 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of December 12, 2023 (this “Agreement”), is among UG Construction, Inc. dba Emerald Construction Management, Inc. (the “Debtor” or the “Company”) and Gemini Finance Corp. (“Secured Party”) as holder of that Promissory Note in the aggregate principal amount not to exceed $10,000,000 (the “Note”) executed and delivered by the Company |
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| December 18, 2023 |
Promissory Note, dated December 12, 2023, with UG Construction as the maker and issued to Lender Exhibit 10.2 SECURED PROMISSORY NOTE - REVOLVING Up to $10,000,000 San Diego, CA December 12, 2023 FOR VALUE RECEIVED, UG Construction, Inc. dba Emerald Construction Management, Inc. (the “Borrower”) promises to pay in lawful money of the United States to the order of Gemini Finance Corp. (“Lender”) on or before one hundred eighty (180) calendar days after each Draw Down Date (as defined below), e |
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| December 18, 2023 |
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): December 13, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| December 18, 2023 |
Exhibit 10.1 LOAN AGREEMENT LOAN AGREEMENT, dated as of December 12, 2023 between UG Construction, inc. DBA EMERALD CONSTRUCTION MANAGEMENT, INC. , a Colorado corporation, (referred to herein as the “Borrower”), and GEMINI FINANCE CORP., a California corporation (the “Lender”). RECITALS The Borrower has requested that the Lender extend credit to the Borrower consisting of a term loan or series of |
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| December 18, 2023 |
Exhibit 10.4 Continuing Guaranty Client: UG Construction, Inc. d/b/a Emerald Construction Management, Inc. 1751 Panorama Point, Unit G Lafayette, CO 80026 Guarantor(s): urban-gro, Inc. Date: December 12, 2023 This Continuing Guaranty is executed by the above-named guarantor(s) (jointly and severally, the “Guarantor”), as of the above date, in favor of GEMINI FINANCE CORP. (“Gemini”), whose address |
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| December 1, 2023 |
Regulation FD Disclosure, 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): November 30, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| December 1, 2023 |
urban-gro, Inc. Awarded $9.6 Million Industrial Design-Build Contract with Existing CPG Client Exhibit 99.1 urban-gro, Inc. Awarded $9.6 Million Industrial Design-Build Contract with Existing CPG Client LAFAYETTE, Colo., November 30, 2023 – urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”), an integrated professional services and consulting firm, today announced that the Company was awarded a $9.6 million Design-Build contract. The Company anticipates that the bulk of this indus |
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| November 9, 2023 |
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 September 30, 2023 or o 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: 001-39933 URBAN-GRO, INC |
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| November 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 9, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| November 9, 2023 |
Exhibit 99.1 urban-gro, Inc. Reports Third Quarter 2023 Financial Results Demonstrating Sequential Improvement in Revenue, Backlog, and Adjusted EBITDA •Revenue of $20.9 million, representing a 69% increase over $12.4 million in the prior year period and a sequential increase of 11% over $18.8 million •Net Loss of $3.4 million, representing an improvement of $5.3 million versus the prior year peri |
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| September 26, 2023 |
Regulation FD Disclosure, 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): September 26, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| September 26, 2023 |
Exhibit 99.1 urban-gro, Inc. Awarded Contract for More Than $11 Million of Design-Build Services with Existing Client in the Hospitality & Recreation Sector LAFAYETTE, Colo., September 26, 2023 – urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”), an integrated professional services consulting firm, today announced that the Company was awarded a new contract with an existing client in t |
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| September 1, 2023 |
Calculation of Filing Fee Table. Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) URBAN-GRO, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price per Unit(2) Maximum Aggregate Offering Price Fee Rate(3) Amount of Registration Fee urban-gro, Inc. 2021 Omnibus |
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| September 1, 2023 |
urban-gro, Inc. Bylaws, as amended. ex42-urbanxgroincbylawsa BYLAWS OF URBAN-GRO, INC. A DELAWARE CORPORATION Effective as of October 29, 2020 TABLE OF CONTENTS Page ARTICLE I OFFICE AND RECORDS........................................................................................................ 1 Section 1.1 Delaware Office ........................................................................................................... |
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| September 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 46-5158469 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 1751 Panorama Point, Unit G Lafayette, Colorado 80026 (Address of principal executive offic |
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| August 31, 2023 |
Regulation FD Disclosure, 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): August 31, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 31, 2023 |
urban-gro, Inc. Announces Sale of Investment for Proceeds of $2.3 Million Exhibit 99.1 urban-gro, Inc. Announces Sale of Investment for Proceeds of $2.3 Million LAFAYETTE, Colo., August 31, 2023 – urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”), an integrated professional services and design-build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and commercial sectors, today announced that the Company has entered into an agreement |
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| August 14, 2023 |
urban-gro, Inc. Reports Second Quarter 2023 Financial Results Exhibit 99.1 urban-gro, Inc. Reports Second Quarter 2023 Financial Results •Revenue of $18.8 million, representing a sequential increase of 12% over $16.8 million, and a 16% increase over $16.3 million in the prior year period •Net Loss of $5.4 million and Adjusted EBITDA1 of negative $2.0 million, representing a sequential Adjusted EBITDA1 improvement of $1.4 million •Cash of $8.6 million, repres |
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| August 14, 2023 |
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, 2023 or o 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: 001-39933 URBAN-GRO, INC. (Ex |
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| August 14, 2023 |
Exhibit 10.2 URBAN-GRO, INC. 2021 OMNIBUS STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD GRANT NOTICE Participant Name: [ENTER PARTICIPANT'S NAME] Company: urban-gro, Inc., a Delaware corporation Notice: A summary of the terms of your grant of Restricted Stock Units (“RSU”) is set out in this notice (the “Grant Notice”) but subject always to the terms of the urban-gro, Inc. 2021 Omnibus Stock In |
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| August 14, 2023 |
crest-finalsettlementagr Page 1 of 6 SETTLEMENT AGREEMENT AND MUTUAL RELEASE THIS SETTLEMENT AGREEMENT AND MUTUAL RELEASE (the “Agreement”) is made this 11th day of August, 2023 (the “Effective Date”) by urban-gro, Inc. |
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| August 14, 2023 |
Exhibit 10.3 URBAN-GRO, INC. Restricted Stock Unit Award Agreement Pursuant to the Restricted Stock Unit Award Grant Notice (the “Grant Notice”) and this Restricted Stock Unit Award Agreement (this “Award Agreement”), urban-gro, Inc. (the “Company”) has granted the Participant as identified in the Grant Notice the number of Restricted Stock Units indicated in the Grant Notice (the “RSUs”) under th |
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| August 14, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 14, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| June 21, 2023 |
Exhibit 10.1 AMENDMENT NO. 1 TO URBAN-GRO, INC. 2021 OMNIBUS STOCK INCENTIVE PLAN WHEREAS, urban-gro, Inc. (the “Corporation”) maintains the urban-gro, Inc. 2021 Omnibus Stock Incentive Plan (the “Plan,” capitalized terms not defined in this Amendment shall have the meaning as defined in the Plan), which was previously adopted by the Board of Directors of the Corporation (the “Board”) on February |
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| June 21, 2023 |
Exhibit 3.2 AMENDMENT NO. 2 TO THE BYLAWS OF URBAN-GRO, INC. WHEREAS, the board of directors (the "Board") of urban-gro, Inc. (the "Corporation") has determined that it is in the best interests of the Corporation to amend the bylaws of the Corporation (the "Bylaws"), subject to stockholder approval, to amend the voting threshold for the Corporation’s Stockholders to adopt, amend or repeal any prov |
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| June 21, 2023 |
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 21, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numb |
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| June 21, 2023 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF urban-gro, Inc. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) urban-gro, Inc., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “General Corporation Law”), DOES HEREBY CERTIFY: 1.That the name of this co |
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| May 10, 2023 |
Fbacklog 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 March 31, 2023 or o 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: 001-39933 URBAN-GRO |
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| May 10, 2023 |
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 10, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 10, 2023 |
urban-gro, Inc. Reports First Quarter 2023 Financial Results and Reiterates Full Year 2023 Guidance Exhibit 99.1 urban-gro, Inc. Reports First Quarter 2023 Financial Results and Reiterates Full Year 2023 Guidance •First quarter performance consistent with prior guidance with Revenue of $16.8 million •Net Loss of $5.1 million and negative Adjusted EBITDA1 of $3.4 million •Record project backlog of $105 million as of March 31, 2023, as compared to backlog at the end of 2022 of $93 million, a 13% s |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 12, 2023 |
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 12, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 12, 2023 |
Exhibit 99.1 urban-gro, Inc. Signs More Than $40 million in Contracts, Driving First Quarter 2023 Backlog to a Record $123 million Reiterates Guidance Recovered $2.4 million of Cash Following Settlement of Prior Litigation on March 27, 2023 Announces First Quarter Earnings Call on May 10th at 4:30 p.m. Eastern time LAFAYETTE, Colo., April 12, 2023 - urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or t |
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| March 30, 2023 |
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, 2023 URBAN-GRO, INC. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 30, 2023 |
ubsidiaries of the Registrant. EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT Entity Name Jurisdiction of Formation urban-gro Canada Technologies, Inc. Canada urban-gro Europe B.V. Netherlands urban-gro Europe OPS B.V. Netherlands UGFS, LLC Colorado Impact Engineering, Inc. Colorado urban-gro Engineering, Inc. Colorado urban-gro Architect Holdings, LLC Colorado 2WR of Colorado, Inc. Colorado 2WR of Georgia, Inc. Georgia MJ12 Desig |
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| March 30, 2023 |
Exhibit 99.1 urban-gro, Inc. Reports Fourth Quarter and Full Year 2022 Financial Results Provides Full Year 2023 Guidance •Fourth Quarter Revenue of $17.3 million, as compared to revenue guidance of approximately $17.0 million •Fourth Quarter Net Loss of $4.2 million and negative Adjusted EBITDA1 of $1.66 million, as compared to negative Adjusted EBITDA1 guidance of approximately $1.5 million •202 |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2022 or o TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39933 URBAN-GRO, INC. (Exact name of registrant as specified in its cha |
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| March 30, 2023 |
Description of urban-gro, Inc.’s Common Stock. EXHIBIT 4.1 DESCRIPTION OF THE URBAN-GRO, INC. SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following descriptions are summaries of the material terms of our certificate of incorporation and bylaws. Reference is made to the more detailed provisions of, and the descriptions are qualified in their entirety by reference to, the certificate of incorporation a |
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| February 14, 2023 |
UGRO / urban-gro Inc / AWM Investment Company, Inc. - URGO 13G Passive Investment THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* urban-gro, Inc. (Name of Issuer) Common Stock, Par Value $0.001 (Title of Class of Securities) 91704K202 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| January 23, 2023 |
United States securities and exchange commission logo January 23, 2023 Bradley Nattrass Chief Executive Officer urban-gro, Inc. |
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| January 13, 2023 |
Employment Agreement by and between urban-gro, Inc. and Jason T. Archer, dated January 12, 2023. Exhibit 10.1 |
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| January 13, 2023 |
urban-gro, Inc. Appoints Jason “JT” Archer as Chief Operating Officer Exhibit 99.1 urban-gro, Inc. Appoints Jason “JT” Archer as Chief Operating Officer LAFAYETTE, Colo., January 11, 2023 – urban-gro, Inc. (Nasdaq: UGRO), an integrated professional services and design-build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and commercial sectors, today announced the appointment of JT Archer as Chief Operating Officer. “We are excited to have |
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| January 13, 2023 |
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 11, 2023 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| January 9, 2023 |
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, 2023 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| January 9, 2023 |
Exhibit 99.1 urban-gro, Inc. Reports Record Backlog Heading into 2023 and Reaffirms Fourth Quarter 2022 Financial Guidance Record signed project backlog of approximately $87 million as of December 31, 2022 Reaffirms fourth quarter 2022 revenue and Adjusted EBITDA1 guidance LAFAYETTE, Colo., January 9, 2023 – urban-gro, Inc. (Nasdaq: UGRO), an integrated professional services and design-build firm |
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| January 6, 2023 |
January 6, 2023 United States Securities and Exchange Commission Division of Corporate Finance Office of Trade & Services 100 F. |
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| December 16, 2022 |
United States Securities and Exchange Commission CORRESP 1 filename1.htm December 16, 2022 United States Securities and Exchange Commission Division of Corporate Finance Office of Trade & Services 100 F. Street, N.E. Washington, D.C. 20549 ATTN: Ta Tanisha Meadows & Angela Lumley RE: urban-gro, Inc. Form 10-K for the Fiscal Year Ended December 31, 2021 Filed March 29, 2022 File No. 1-39933 To Whom It May Concern: I am submitting this letter on b |
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| December 2, 2022 |
United States securities and exchange commission logo December 2, 2022 Bradley Nattrass Chief Executive Officer urban-gro, Inc. |
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| November 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 10, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| November 10, 2022 |
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, 2022 ? 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: 001-39933 urban-gro, Inc. ( |
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| November 10, 2022 |
Exhibit 99.1 urban-gro, Inc. Reports Third Quarter 2022 Financial Results and Signs Record Backlog Entering Fourth Quarter ? Third quarter revenue of $12.4 million, as compared to guidance in the range of $10 to $11 million ? Third quarter net loss of $8.7 million, which includes one-time operating expenses of $4.2 million and a $1.7 million impairment for the entirety of a previous investment ? T |
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| November 1, 2022 |
Regulation FD Disclosure, 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): October 31, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| November 1, 2022 |
Exhibit 99.1 urban-gro, Inc. Closes Asset Acquisition of DVO Engineering, Inc. Enhances CEA and Industrial Engineering Expertise, Adds New Capabilities, Clients and Contracts within the CEA and Industrial Sectors LAFAYETTE, Colo., November 1, 2022 ? urban-gro, Inc. (Nasdaq: UGRO) (?urban-gro? or the ?Company?), an integrated professional services and design-build firm offering solutions to the Con |
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| October 28, 2022 |
Regulation FD Disclosure, 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): October 26, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| October 28, 2022 |
Exhibit 99.1 |
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| October 13, 2022 |
Exhibit 99.1 urban-gro, Inc. to Continue Expanding Professional Services Capabilities to Meet Strong Demand with Acquisition of TX-based Engineering Firm, DVO, Inc. Bolsters Engineering Solutions by Adding Over 20 Individuals with Significant CEA and Industrial Experience Highly Accretive and Synergistic Transaction Expected to Bring Immediate Incremental Revenue and Margin Opportunities LAFAYETTE |
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| October 13, 2022 |
Regulation FD Disclosure, 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): October 10, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| October 11, 2022 |
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 11, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File N |
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| October 11, 2022 |
Exhibit 99.1 After a Successful Launch of its Design-Build Division, urban-gro, Inc. Signs Over $50 Million in Design-Build Contracts in the Third Quarter LAFAYETTE, Colo., October 11, 2022 — urban-gro, Inc. (Nasdaq: UGRO) (“urban-gro” or the “Company”), an integrated professional services and design-build firm offering solutions to the Controlled Environment Agriculture (“CEA”) and Commercial sec |
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| September 12, 2022 |
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): September 12, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File |
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| September 12, 2022 |
urban-gro, Inc. Announces New Stock Repurchase Program Exhibit 99.1 urban-gro, Inc. Announces New Stock Repurchase Program LAFAYETTE, Colo., September 12, 2022 ? urban-gro, Inc. (Nasdaq: UGRO) (?urban-gro? or the ?Company?), an integrated professional services and design-build firm offering solutions to the Controlled Environment Agriculture (?CEA?) and Commercial sectors, today announced that its Board of Directors has approved a new stock repurchase |
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| August 26, 2022 |
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): August 26, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 15, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 15, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 15, 2022 |
urban-gro, Inc. Reports Second Quarter 2022 Financial Results Exhibit 99.1 urban-gro, Inc. Reports Second Quarter 2022 Financial Results ? Second quarter revenue of $16.3 million, representing growth of 27% compared to the prior year period ? Second quarter net loss of $(1.7) million ? Second quarter Adjusted EBITDA1 of $(0.5) million ? Strong balance sheet with $22.8 million in cash and no debt ? Project backlog of contractually committed equipment system, |
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| August 15, 2022 |
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 June 30, 2022 ? 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: 001-39933 urban-gro, Inc. (Exact |
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| July 15, 2022 |
Exhibit 99.2 Emerald Construction Management, Inc. FINANCIAL STATEMENTS For the Three Months Ended March 31, 2022 Table of Contents INDEPENDENT ACCOUNTANTS? COMPILATION REPORT 1 BALANCE SHEET 2 STATEMENT OF INCOME AND RETAINED EARNINGS 3 STATEMENT OF CASH FLOWS 4 NOTES TO THE FINANCIAL STATEMENTS 5 INDEPENDENT ACCOUNTANTS? COMPILATION REPORT To the Board of Directors and Stockholders of Emerald Co |
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| July 15, 2022 |
urban-gro, Inc. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.3 urban-gro, Inc. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed combined balance sheet and statements of operations and comprehensive income (loss) are presented to give effect to the acquisition by urban-gro, Inc. (the ?Company?) on April 29, 2021 of all of the issued and outstanding common stock (the ?Acquisition?) of Emerald |
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| July 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 29, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-39933 46-5158469 |
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| July 15, 2022 |
Exhibit 99.1 Emerald Construction Management, Inc. FINANCIAL STATEMENTS with INDEPENDENT AUDITORS? REPORT For the Years Ended December 31, 2021 and 2020 Table of Contents INDEPENDENT AUDITOR?S REPORT 1 BALANCE SHEETS 3 STATEMENTS OF INCOME AND RETAINED EARNINGS 4 STATEMENTS OF CASH FLOWS 5 NOTES TO THE FINANCIAL STATEMENTS 6 INDEPENDENT AUDITOR?S REPORT To the Board of Directors and Stockholders o |
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| June 29, 2022 |
Regulation FD Disclosure, 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): June 29, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numb |
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| June 29, 2022 |
Exhibit 99.1 urban-gro, Inc. Signs Over $10 Million in New Design-Build and Related Contracts Over the Last 90 Days M&A Strategy Continues to Deliver Accretive Results; Latest Acquisition Bolsters Company Backlog LAFAYETTE, Colo., June 29, 2022 - urban-gro, Inc. (Nasdaq: UGRO) (?urban-gro? or the ?Company?), a fully integrated architectural design, engineering, procurement, and construction manage |
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| June 28, 2022 |
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): June 15, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 12, 2022 |
Exhibit 99.1 |
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| May 12, 2022 |
Regulation FD Disclosure, 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 11, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 10, 2022 |
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, 2022 ? 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: 001-39933 urban-gro, Inc. (Exac |
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| May 10, 2022 |
Results of Operations and Financial Condition, 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 10, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 10, 2022 |
Exhibit 99.1 urban-gro, Inc. Reports Record First Quarter 2022 Financial Results with Revenue Growth of 76% and 7th Consecutive Quarter of Positive Adjusted EBITDA ? Record first quarter revenue of $21.1 million, representing growth of 76% compared to the prior year period ? First quarter net loss of $(0.7) million ? First quarter Adjusted EBITDA1 of $0.4 million, our seventh consecutive positive |
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| May 2, 2022 |
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 29, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| May 2, 2022 |
Exhibit 2.2 FIRST AMENDMENT TO ACQUISITION AGREEMENT AND PLAN OF MERGER This First Amendment to Acquisition Agreement and Plan of Merger (this ?Amendment?), dated April 29, 2022 (the ?Amendment Date?), is made and entered into by and among urban-gro, Inc. a Delaware corporation (the ?Buyer?), Emerald Merger Sub, Inc., a Colorado corporation (?Merger Sub?), Emerald Construction Management, Inc., a |
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| May 2, 2022 |
Exhibit 99.1 urban-gro, Inc. Closes Acquisition of Emerald Construction Management Inc., Adding In-House Construction Management Services and Complete Design-Build Capabilities LAFAYETTE, Colo., May 2, 2022 ? urban-gro, Inc. (Nasdaq: UGRO) (?urban-gro? or the ?Company?), a fully integrated architectural, engineering, construction management, and cultivation systems integration company focused on d |
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| March 29, 2022 |
Description of urban-gro, Inc.’s Common Stock. EXHIBIT 4.1 DESCRIPTION OF THE URBAN-GRO, INC. SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following descriptions are summaries of the material terms of our certificate of incorporation and bylaws. Reference is made to the more detailed provisions of, and the descriptions are qualified in their entirety by reference to, the certificate of incorporation a |
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| March 29, 2022 |
List of subsidiaries of the Registrant. EXHIBIT 21.1 LIST OF SUBSIDIARIES urban-gro Canada Technologies, Inc, a Canadian corporation Impact Engineering, Inc., a Colorado corporation, d/b/a Grow2Guys 2WR of Colorado, Inc., a Colorado corporation 2WR of Georgia, Inc., a Georgia corporation MJ12 Design Studio, Inc., a Colorado corporation |
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| March 29, 2022 |
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 29, 2022 urban-gro, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39933 46-5158469 (State or other jurisdiction of incorporation) (Commission File Num |
