urban-gro, Inc. Files Amendment to Annual Report

TL;DR

<b>urban-gro, Inc. has filed an amendment to its 2023 annual report, providing updated information.</b>

AI Summary

urban-gro, Inc. (UGRO) filed a Amended Annual Report (10-K/A) with the SEC on April 25, 2024. This filing is an Amendment No. 1 to the annual report for urban-gro, Inc. for the fiscal year ended December 31, 2023. The company is incorporated in Delaware and has its principal executive office in Lafayette, Colorado. urban-gro, Inc. is registered under the ticker symbol UGRO on the NASDAQ Capital Market. The company is not a well-known seasoned issuer, nor is it required to file reports under Section 13 or 15(d) of the Act. It has submitted all required reports for the preceding 12 months and has been subject to filing requirements for the past 90 days.

Why It Matters

For investors and stakeholders tracking urban-gro, Inc., this filing contains several important signals. This amendment indicates potential updates or corrections to the original filing, which could affect the interpretation of the company's financial and operational status. As a smaller reporting company and emerging growth company, urban-gro's filings are subject to specific disclosure requirements and potential extensions for new accounting standards.

Risk Assessment

Risk Level: low — urban-gro, Inc. shows low risk based on this filing. The filing is an amendment (10-K/A), suggesting that the original 10-K filing may have contained errors or omissions that are now being corrected, but the nature of these corrections is not detailed in this header information.

Analyst Insight

Review the full amended filing to understand the specific changes made to the original 10-K and their potential impact on the company's financial reporting and disclosures.

Key Numbers

• 2023-12-31 — Fiscal Year End (Fiscal year ended December 31, 2023)
• 001-39933 — Commission File Number (Commission File Number for urban-gro, Inc.)
• 46-5158469 — IRS Employer Identification No. (IRS Employer Identification No.)

Key Players & Entities

• urban-gro, Inc. (company) — Exact name of registrant
• NASDAQ Capital Market (company) — Name of each exchange on which registered
• Lafayette (company) — City of principal executive office
• Delaware (company) — State of incorporation

FAQ

Industry Context

urban-gro, Inc. operates in the wholesale machinery, equipment & supplies sector.

Regulatory Implications

The company is subject to the reporting requirements of the Securities Exchange Act of 1934.

What Investors Should Do

1. Analyze the full 10-K/A filing for specific details on amendments made to the original 10-K.
2. Verify the company's status as a smaller reporting company and emerging growth company.
3. Monitor future filings for any significant financial or operational updates.

Key Dates

• 2023-12-31: Fiscal Year End — The period covered by the annual report.
• 2024-04-25: Filing Date — Date this amendment (10-K/A) was filed.

Year-Over-Year Comparison

This is an amended filing (10-K/A), indicating changes or additions to the previously submitted 2023 annual report.

Key Financial Figures

• $0.001 — ange on which registered Common Stock, $0.001 par value UGRO NASDAQ Capital Market

Filing Documents

• ugro-20231231.htm (10-K/A) — 120KB
• a123123-ex313x10xka.htm (EX-31.3) — 5KB
• a123123-ex314x10xka.htm (EX-31.4) — 4KB
• a123123-ex971.htm (EX-97.1) — 17KB
• 0001706524-24-000019.txt (&nbsp;) — 353KB
• ugro-20231231.xsd (EX-101.SCH) — 2KB
• ugro-20231231_lab.xml (EX-101.LAB) — 35KB
• ugro-20231231_pre.xml (EX-101.PRE) — 20KB
• ugro-20231231_htm.xml (XML) — 7KB

EXHIBITS, FINANCIAL STATEMENTS SCHEDULES

ITEM 15. EXHIBITS, FINANCIAL STATEMENTS SCHEDULES. (a) Exhibits The exhibit index attached hereto is incorporated herein by reference. (b) Financial Statement Schedules All schedules have been omitted as not applicable or not required under the rules of Regulation S-X. EXHIBIT INDEX Exhibit No. Exhibit Description 2.1 Acquisition Agreement and Plan of Merger (incor p orated by refe rence to Exhibit 2.1 to Form 8 -K filed March 14, 2022) 2.2 First Amendment to Acquisition Agreement and Plan of Merger (incorporated by reference to Exhibit 2.2 to Form 8-K filed May 2, 2022) 3.1 Certificate of Incorporation of urban-gro, Inc. (incorporated by reference to Exhibit 3.3 to Form 8-K filed October 30, 2020) 3.2 Certificate of Amendment to Certificate of Incorporation of urban-gro, Inc. (incorporated by reference to Exhibit 3.1 to Form 8-K filed January 5, 2021). 3.3 Amended and Restated Certificate of Incorporat ion of urban-gro, Inc. (incorporated by reference to Exhibit 3.1 to Form 8-K filed June 21, 2023). 3.4 Bylaws of urban-gro, Inc. (incorporated by reference to Exhibit 3.4 to Form 8-K filed October 30, 2020). 3.5 Amendment No. 1 to Bylaws of urban-gro, Inc. (incorporated by reference to Exhibit 3.1 to Form 8-K filed January 12, 2021). 3.6 Amendment No. 2 to Bylaws of urban-gro, Inc. (incorporated by reference to Exhibit 3.2 to Form 8-K filed June 21, 2023). 4.1 Description of urban-gro, Inc.'s Common Stock. 10.1# Employment Agreement by and between urban-gro, Inc. and Jason T. Archer, dated January 12, 2023. 10.2 Line of Credit Agreement, dated as of December 12, 2023, between UG Construction and Lender (incorporated by reference to Exhibit 10.1 to Form 8-K filed on December 18, 2023). 10.3 Promissory Note, dated December 12, 2023, with UG Construction as the maker and issued to Lender (incorporated by reference to Exhibit 10.2 to Form 8-K filed on December 18, 2023). 10.4 Promissory Note, dated October 18, 2018, between urban-gro, I

SIGNATURES

SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Annual Report to be signed on its behalf by the undersigned thereunder duly authorized. URBAN-GRO, INC. Date: April 25, 2024 By: /s/ Bradley Nattrass Bradley Nattrass Chairperson of the Board of Directors and Chief Executive Officer POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Bradley Nattrass, his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite or necessary to be done in and about the premises, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that such attorney-in-fact and agent, or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date /s/ Bradley Nattrass Chairperson of the Board of Directors and Chief Executive Officer April 25, 2024 Bradley Nattrass (Principal Executive Officer) /s/ Richard A. Akright Chief Financial Officer April 25, 2024 Richard A. Akright (Principal Financial Officer) (Principal Accounting Officer) /s/ Lewis O. Wilks Director April 25, 2024 Lewis O. Wilks /s/ David Hsu Director April 25, 2024 David Hsu /s/ S