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Ownership Document
|
| Schema Version: X0508 |
| Document Type: 4 |
| Period of Report: 4/15/24 |
| Not Subject to Section 16: 0 |
| Issuer: |
| Issuer CIK: 1706524 |
| Issuer Name: urban-gro, Inc. |
| Issuer Trading Symbol: UGRO |
| Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1535264 |
| | Owner Name: AWM Investment Company, Inc. |
| Reporting Owner Address: |
| | Owner Street 1: 527 MADISON AVENUE |
| | Owner Street 2: SUITE 2600 |
| | Owner City: NEW YORK |
| | Owner State: NY |
| | Owner ZIP Code: 10022 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? No |
| | Is Ten Percent Owner? Yes |
| | Is Other? No |
| Aff 10b5 One: 0 |
| Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Stock |
| | Transaction Date: |
| | | Value: 4/15/24 |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: S |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | | Value: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1,000 |
| Footnote ID: F2 |
| | | Transaction Price Per Share: |
| Value: 1.7 |
| Footnote ID: F1 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 1,444,037 |
| Footnote ID: F2 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: I |
| Footnote ID: F2 |
| | | Nature of Ownership: |
| Value: By Limited Partnerships |
| Footnote ID: F2 |
| Footnotes: |
| Footnote - F1: This is a weighted average price. |
| Footnote - F2: AWM Investment Company, Inc., a Delaware corporation (AWM), is the investment adviser to Special Situations Fund III QP, L.P. (SSFQP) and Special Situations Cayman Fund, L.P. (Cay). (Cay and together with SSFQP, the Funds). As the investment adviser to the Funds, AWM holds sole voting and investment power over 1,098,079 shares of Common Stock of the Issuer (the Shares) held by SSFQP and 345,958 Shares held by Cay. David M. Greenhouse (Greenhouse) and Adam C. Stettner (Stettner) are the controlling principals of AWM. The reporting person disclaims beneficial ownership of the Shares, except to the extent of its pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| Owner Signature: |
| Signature Name: Adam Stettner |
| Signature Date: 4/17/24 |
