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 24, 2021

 

GROWGENERATION CORP

(Exact Name of Registrant as Specified in its Charter)

 

Colorado   333-207889   46-5008129

(State or other Jurisdiction

of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

930 W 7th Ave, Suite A

Denver, Colorado 80204

(Address of Principal Executive Offices)

 

Registrant’s telephone number, including area code:   (303) 386-4796

 

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):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c)) under the Exchange Act (17 CFR 240.13e-4(c))

 

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   Trading symbol   Name of each exchange on which registered
Common Stock, par value $0.001 per share   GRWG   The NASDAQ Stock Market LLC

 

 

 

 

 

 

Section 5 - Corporate Governance and Management

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

On June 24, 2021, GrowGeneration Corp. (the “Company”) held its 2021 Annual Meeting of Shareholders (the “Annual Meeting”) through remote communication. The matters listed below were submitted to a vote of the shareholders. 69.59% of the Company’s outstanding shares of common stock as of April 21, 2021, the record date, have voted either in person or via proxy. Each proposal voted upon at the Annual Meeting was passed by the votes set forth:

 

(1) To elect five directors to the Board of Directors of the Company to serve until the Company’s 2022 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified.

 

Name of Nominee   FOR   % VOTED FOR     WITHHELD     % VOTED WITHHELD  
Michael Salaman   26,600,172     97.13 %     786,555       2.87 %
Darren Lampert   27,002,275     98.60 %     384,452       1.40 %
Stephen Aiello   16,432,139     60.00 %     10,954,588       40.00 %
Sean Stiefel   27,134,040     99.08 %     252,687       0.92 %
Paul Ciasullo   20,286,637     74.07 %     7,100,090       25.93 %

 

(2) To approve and ratify the appointment of Plante & Moran, PLLC as the Company’s independent registered public accounting firm to audit the Company’s financial statements as of December 31, 2021 and for the fiscal year then ending.

 

    FOR     AGAINST     ABSTAIN     BROKER NON-VOTES  
TOTAL SHARES VOTED     40,470,208       98,805       92,825       -  

  

Section 7 – Regulation FD

 

Item 7.01. Regulation FD Disclosure

 

On June 25, 2021, management of the Company published a press release announcing the results of the Annual Meeting.

 

A copy of the press release is attached hereto as Exhibit 99.1. The information contained in this 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, or the Exchange Act, except as otherwise expressly stated in such filing.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.    Description
99.1   Press Release, dated June 25, 2021

 

1

 

 

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:  June 25, 2021 GrowGeneration Corp.   
     
  By: /s/ Darren Lampert
  Name:  Darren Lampert
  Title: Chief Executive Officer

 

 

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