Current Report Filing (8-k)
August 24 2020 - 7:06AM
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): August
21, 2020
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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930 W 7th Ave, Suite A
Denver, Colorado 80204
(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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading symbol
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Name of each exchange on which registered
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Common Stock, par value $0.001 per share
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GRWG
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The NASDAQ Stock Market LLC
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Section 7 – Regulation FD
Item 7.01. Regulation FD Disclosure
On August 21,
2020, GrowGeneration Corp. (the “Company”) published a press release regarding
its plan to take action against Hindenburg Research for certain statements intended to manipulate the price of the Company’s
stock.
A
copy of the press release is attached hereto as Exhibit 99.1. The information contained in this section of the Current Report on
Form 8-K (including the exhibit) is being furnished and shall not be deemed “filed” for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of
that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the
“Securities Act”), or the Exchange Act, except as otherwise expressly stated in such filing.
Section 8 – Other Events
Item 8.01. Other Events
On August 23,
2020, Darren Lampert, Chief Executive Officer, and Michael Salaman, President, of the Company, terminated their respective stock
trading programs established in September 2019 in accordance with Rule 10b5-1 under the Exchange Act (the “Trading Plans”).
Their respective
Trading Plans allow each of Messrs. Lampert and Salaman to sell up to 750,000 shares of the Company’s common stock over a
period of one year. The transactions under the Trading Plans were disclosed publicly through filings of Form 144 and Form 4 in
addition to other filings made with the Securities and Exchange Commission.
Section 9 – Financial Statements
and Exhibits
Item 9.01. Financial Statements
and Exhibits
(c) 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: August 24, 2020
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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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