Current Report Filing (8-k)
June 10 2020 - 5:06PM
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): June 10, 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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☐
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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
June 10, 2020, GrowGeneration Corp. (the “Company”) published a press
release regarding its filing of a registration statement on Form S-1 with the U.S. Securities and Exchange
Commission relating to a proposed follow-on public offering seeking to raise $35,000,000, subject to market and other conditions. 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 unde the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as
otherwise expressly stated in such filing.
The securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective.
This report shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these
securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or jurisdiction.
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: June 10,
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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2
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