GrowGeneration (GRWG) CFO discloses RSU stock vesting and share holdings

Rhea-AI Filing Summary

GrowGeneration Corp.'s chief financial officer, Gregory Sanders, reported the vesting of two restricted stock unit awards and related share issuances. On December 15, 2025, 2,671 shares of common stock were issued at $0 from a 2022 restricted stock unit award after 1,079 shares were withheld to satisfy tax obligations. On the same date, 21,375 shares of common stock were issued at $0 from a 2023 restricted stock unit award after 8,625 shares were withheld for taxes. Following these transactions, Sanders directly beneficially owned 167,035 shares of GrowGeneration common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Sanders Gregory Kevin

(Last) (First) (Middle)

C/O GROWGENERATION CORP.

5619 DTC PARKWAY, SUITE 900

(Street)

GREENWOOD VILLAGE CO 80111

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GrowGeneration Corp. [ GRWG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/15/2025		A		2,671(1)	A	$0	145,660	D
Common Stock	12/15/2025		A		21,375(2)	A	$0	167,035	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to a restricted stock unit award agreement dated January 5, 2022, the Reporting Person was granted 15,000 restricted stock units, which vested in four equal installments of 3,750 restricted stock units on each December 15 following the grant date. The fourth installment vested on December 15, 2025, of which 1,079 shares were withheld by the Issuer to satisfy the applicable tax withholding obligation and 2,671 shares of common stock were issued to the Reporting Person.

2. Pursuant to a restricted stock unit award agreement dated June 15, 2023, the Reporting Person was granted 180,000 restricted stock units, which vested in six equal installments of 30,000 restricted stock units on each June 15 and December 15 over a three-year period. The sixth installment vested on December 15, 2025, of which 8,625 shares were withheld by the Issuer to satisfy the applicable tax withholding obligation and 21,375 shares of common stock were issued to the Reporting Person.

Remarks:

	/s/ Gregory Sanders	12/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did GrowGeneration (GRWG) report for its CFO?

GrowGeneration reported that its chief financial officer, Gregory Sanders, had restricted stock units vest on December 15, 2025, resulting in the issuance of shares of common stock at $0 per share.

How many GrowGeneration (GRWG) shares did CFO Gregory Sanders receive on December 15, 2025?

On December 15, 2025, Gregory Sanders received 2,671 shares of common stock from a 2022 award and 21,375 shares from a 2023 award, both issued at $0 per share.

What is Gregory Sanders' GrowGeneration (GRWG) stock ownership after these transactions?

After the reported transactions, Gregory Sanders directly beneficially owned 167,035 shares of GrowGeneration common stock.

What are the terms of the 2022 restricted stock unit award for GrowGeneration's CFO?

Under a January 5, 2022 award agreement, Gregory Sanders received 15,000 restricted stock units, vesting in four equal installments of 3,750 units on each December 15 following the grant. The fourth installment vested on December 15, 2025, when 1,079 shares were withheld for taxes and 2,671 shares were issued.

What are the terms of the 2023 restricted stock unit award reported by GrowGeneration (GRWG)?

Under a June 15, 2023 award agreement, Gregory Sanders received 180,000 restricted stock units, vesting in six equal installments of 30,000 units on each June 15 and December 15 over three years. The sixth installment vested on December 15, 2025, when 8,625 shares were withheld for taxes and 21,375 shares were issued.

At what price were the GrowGeneration (GRWG) shares issued in these insider transactions?

The shares of GrowGeneration common stock issued to Gregory Sanders in connection with the vesting of the restricted stock units were reported at a price of $0 per share.