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Hydrofarm Holdings Group, Inc. – ‘8-K’ for 6/22/22

On: Thursday, 6/23/22, at 9:23am ET · For: 6/22/22 · Accession #: 1628280-22-17846 · File #: 1-39773

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 6/23/22  Hydrofarm Holdings Group, Inc.    8-K:5,7,9   6/22/22   12:222K                                   Workiva Inc Wde… FA01/FA

Current Report — Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     29K 
 2: EX-99.1     Miscellaneous Exhibit                               HTML      9K 
 7: R1          Cover                                               HTML     46K 
10: XML         IDEA XML File -- Filing Summary                      XML     12K 
 8: XML         XBRL Instance -- hyfm-20220622_htm                   XML     21K 
 9: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 4: EX-101.DEF  XBRL Definitions -- hyfm-20220622_def                XML     39K 
 5: EX-101.LAB  XBRL Labels -- hyfm-20220622_lab                     XML     80K 
 6: EX-101.PRE  XBRL Presentations -- hyfm-20220622_pre              XML     40K 
 3: EX-101.SCH  XBRL Schema -- hyfm-20220622                         XSD     11K 
11: JSON        XBRL Instance as JSON Data -- MetaLinks               13±    19K 
12: ZIP         XBRL Zipped Folder -- 0001628280-22-017846-xbrl      Zip     15K

‘8-K’ — Current Report

This is an HTML Document rendered as filed. [ Alternative Formats ]

iX: C: C:

hyfm-20220622

i 0001695295 i FALSE00016952952022-06-222022-06-22

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM i 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): i June 22, 2022

i Hydrofarm Holdings Group, Inc.

(Exact name of registrant as specified in its charter)

i Delaware

i 001-39773

i 81-4895761

(State or other jurisdiction of
incorporation or organization)

(Commission
File Number)

(I.R.S. Employer
Identification No.)

i 1510 Main Street

i Shoemakersville, i PA i 19526

(Address of Principal Executive

Offices) (Zip Code)

Registrant’s telephone number, including area code: ( i 707) i 765-9990

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

i ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

i ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

i ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

i ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
i Common Stock, $0.0001 par value per share	i HYFM	i NASDAQ Global Select Market

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 i ¨

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. ¨

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) Departure of President

On June 22, 2022, Hydrofarm Holdings Group, Inc. (the “Company”) and Mr. Terence Fitch, the Company’s President, mutually agreed to Mr. Fitch’s departure as President, effective June 24, 2022.

Item 7.01 Regulation FD Disclosure

On June 23, 2022, the Company issued a press release announcing Mr. Fitch’s resignation. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.

The information in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 7.01 and in the press release attached as Exhibit 99.1 to this Current Report on Form 8-K shall not be incorporated by reference into any filing with the Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.


Exhibit No.						Description

99.1						Press Release, dated June 2 3 , 2022.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.


	Hydrofarm Holdings Group, Inc.

Date: June 23, 2022	By:	/s/ *William Toler*
		Name:	William Toler
		Title:	Chief Executive Officer

Dates Referenced Herein and Documents Incorporated by Reference

This ‘8-K’ Filing	Date	Other Filings

	6/24/22
Filed on:	6/23/22	424B3
For Period end:	6/22/22	4
		List all Filings

1 Subsequent Filing that References this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/09/22  Hydrofarm Holdings Group, Inc.    S-3                    6:994K                                   Toppan Merrill/FA

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Filing Submission 0001628280-22-017846 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)