FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * Rutenis Paul 2. Date of Event Requiring Statement (MM/DD/YYYY)
6/21/2021 

3. Issuer Name and Ticker or Trading Symbol GrowGeneration Corp. [GRWG]
(Last)       (First)       (Middle)
SUITE 900, 5619 DTC PARKWAY
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
Chief Merchandise Officer /
(Street)
GREENWOOD VILLAGE, CO 80111      
(City)             (State)             (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock  102720 (1) D   

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  Includes: (i) 4,387 shares of the Issuer's common stock issued on December 21, 2021 (out of 6,666 shares vested on such date, 2,279 shares were withheld by the Issuer to satisfy the tax withholding obligation applicable to the vested shares), pursuant to the Reporting Person's employment agreement (the "Employment Agreement"); (ii) a total of 33,333 unvested shares of common stock, with the following vesting schedule pursuant to the Employment Agreement: 6,666 shares on June 21, 2022, 6,667 shares on December 21, 2022, 6,667 shares on June 21, 2023, 6,667 shares on December 21, 2023, and 6,667 shares on June 21, 2024; and (iii) a total of 65,000 Restricted Stock Units ("RSUs") subject to the following vesting schedule: 16,250 RSUs as of December 15, 2022, 16,250 RSUs as of December 15, 2023, 16,250 RSUs as of December 15, 2024, and 16,250 RSUs as of December 15, 2025. All above-mentioned shares and RSUs of the Reporting Person are granted under the Amended and Restated 2018 Equity Incentive Plan of the Issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Rutenis Paul
SUITE 900, 5619 DTC PARKWAY
GREENWOOD VILLAGE, CO 80111


Chief Merchandise Officer

Signatures
/s/ Paul Rutenis 1/24/2022
**Signature of Reporting Person Date
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