Current Report Filing (8-k)
January 17 2018 - 5:17PM
Edgar (US Regulatory)
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 16, 2018
GROWGENERATION
CORP
(Exact
Name of Registrant as Specified in its Charter)
Colorado
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333-207889
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46-5008129
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(State
or other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification No.)
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1000
West Mississippi Avenue
Denver,
Colorado 80233
(Address
of Principal Executive Offices)
Registrant’s
telephone number, including area code:
800-935-8420
N/A
(Former
Address of Principal Executive Offices)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation under any of the
following provisions (
see
General Instruction A.2. below):
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c)) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Section
5 - Corporate Governance and Management
Item
5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On
January 16, 2018, Jody Kane tendered a resignation letter to GrowGeneration, Corp. (the “Company”) to indicate
his resignation as a director of the Company due to his retirement, effective immediately. Mr. Kane’s resignation was not
a result of any disagreements with the Company regarding its operations, policies or practices.
On
the same day, the Company’s Board of Directors appointed Sean Stiefel as a director of the Company.
Mr. Stiefel founded
Navy Capital LLC in 2014, where he is currently a Portfolio Manager and is responsible for all aspects of stock selection, investment
due diligence and portfolio construction. Mr. Stiefel launched the Navy Capital Green Fund, LP in 2017 as a global public equity
focused cannabis dedicated fund. Navy Capital has been involved in cannabis related investing since early 2016. Prior to founding
Navy Capital, Mr. Stiefel was a research analyst and trader for Northwoods Capital Management Partners, a global equity fund with
a fundamental value and special situations investment strategy. Mr. Stiefel had previously served as an associate within an equity
long/short fund at Millennium Partners, and he began his career as an equities trading analyst for Barclays Capital. He is a graduate
of the University of Southern California’s Marshall school of Business.
Section
7 – Regulation FD
Item
7.01. Regulation FD Disclosure
On
January 17, 2018, the Company published a press release regarding the appointment of Mr. Stiefel as a new director.
A
copy of the press release is attached hereto as Exhibit 99.1. The information contained herein and the exhibit attached herewith
shall be deemed furnished and not filed.
Section
9 – Financial Statements and Exhibits
Item
9.01. Financial Statements and Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended the Registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
Date: January
17, 2018
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GrowGeneration
Corp.
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By:
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/s/
Darren Lampert
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Name:
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Darren
Lampert
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Title:
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Chief
Executive Officer
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