urban-gro, Inc. Faces Delisting Concerns

TL;DR

URBAN-GRO might get delisted - big trouble ahead.

AI Summary

urban-gro, Inc. filed an 8-K on October 31, 2025, reporting a notice of delisting or failure to satisfy a continued listing rule or standard, with the date of the earliest event reported as October 30, 2025. The company is incorporated in Delaware and headquartered in Lafayette, Colorado.

Why It Matters

This filing indicates potential issues with urban-gro, Inc.'s compliance with stock exchange listing requirements, which could impact its stock's tradability and investor confidence.

Risk Assessment

Risk Level: high — A notice of delisting or failure to meet listing standards is a significant negative event that can lead to severe consequences for the company's stock.

Key Players & Entities

• urban-gro, Inc. (company) — Registrant
• October 30, 2025 (date) — Earliest event reported
• October 31, 2025 (date) — Filing date
• Delaware (jurisdiction) — State of incorporation
• Lafayette, Colorado (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — ch registered Common stock, par value $0.001 per share UGRO The Nasdaq Stock Mar
• $1.00 — ock having had a bid price of less than $1.00 per share for 30 consecutive business d
• $2.5 million — aintain minimum stockholders' equity of $2.5 million (the "Stockholders' Equity Requirement"

Filing Documents

• ea0263369-8k_urbangro.htm (8-K) — 26KB
• 0001213900-25-104384.txt ( ) — 188KB
• ugro-20251030.xsd (EX-101.SCH) — 3KB
• ugro-20251030_lab.xml (EX-101.LAB) — 33KB
• ugro-20251030_pre.xml (EX-101.PRE) — 22KB
• ea0263369-8k_urbangro_htm.xml (XML) — 4KB

01. Notice

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing As previously reported, on October 14, 2025, urban-gro, Inc. (the "Company") attended a hearing before a Nasdaq Hearings Panel (the "Panel") in connection with a determination letter that the Company received from the Nasdaq Listing Qualifications Department on August 28, 2025 due to the Company's non-compliance with (i) Nasdaq Listing Rule 5550(a)(2) due to the Company's common stock having had a bid price of less than $1.00 per share for 30 consecutive business days (the "Bid Price Rule"), (ii) Nasdaq Listing Rule 5250(c)(1) due to the Company's delay in filing its Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and its Quarterly Reports on Form 10-Q for the periods ended March 31, 2025 and June 30, 2025 (the "Timely Filing Requirement"), and (iii) Nasdaq Listing Rule 5550(b)(1), which requires the Company to maintain minimum stockholders' equity of $2.5 million (the "Stockholders' Equity Requirement"). On October 30, 2025, the Company received a notice from Nasdaq notifying the Company that the Panel had determined to grant the Company's request to continue its listing on The Nasdaq Capital Market, subject to certain conditions. Specifically, the Panel conditioned the Company's continued listing on the Company regaining compliance with the Timely Filing Requirement and the Stockholders' Equity Requirement on or before December 31, 2025 and regaining compliance with the Bid Price Rule on or before January 28, 2026. During the exception period, the Company is required to provide prompt notification to the Panel of any significant event that may affect the Company's compliance with Nasdaq requirements. Any documentation evidencing the Company's compliance will be subject to review by the Panel, which may, in its discretion, request additional information before determining whether the Company has regained compliance. There can be

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can be identified by the use of words such as "should," "may," "intends," "anticipates," "believes," "estimates," "projects," "forecasts," "expects," "plans," "proposes" and similar expressions. Although the Company believes that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks, uncertainties and other important factors that could cause actual results to differ materially from such forward-looking statements, including the risk that the Company may not regain compliance with the Bid Price Rule, the Timely Filing Requirement or the Stockholders' Equity Requirement, or otherwise fail to meet the requirements for continued listing under applicable Nasdaq Listing Rules, among other risks, uncertainties, and important factors discussed under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2023, as updated by its other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of the document in which they are contained, and the Company does not undertake any duty to update any forward-looking statements, except as may be required by law. 1

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. URBAN-GRO, INC. Date: October 31, 2025 By: /s/ Bradley Nattrass Name: Bradley Nattrass Title: C hairman and Chief Executive Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR