urban-gro (UGRO) director Donald G. Fell files initial Form 3

Rhea-AI Filing Summary

urban-gro, Inc. director Donald G. Fell has filed an initial Form 3, which is the opening statement of his beneficial ownership in the company. This filing does not report any stock purchases, sales, option exercises, or other transactions; it simply establishes his status as a reporting insider.

Key Terms

Form 3, beneficial ownership, insider

3 terms

Form 3 regulatory

"Donald G. Fell has filed an initial Form 3, which is the opening statement"

Form 3 is the initial public filing that officers, directors and large shareholders must submit to report their ownership of a company’s securities when they become insiders. It acts like an opening inventory sheet that gives investors a starting point to see who holds significant stakes and to spot later trades or potential conflicts of interest, helping assess insider confidence and transparency.

beneficial ownership financial

"which is the opening statement of his beneficial ownership in the company"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

insider regulatory

"establishes his status as a reporting insider"

Understanding Insider Trading Forms →

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Fell Donald G.

(Last) (First) (Middle)

C/O URBAN-GRO, INC.

1751 PANORAMA POINT, UNIT G

(Street)

LAFAYETTE COLORADO 80026

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
02/18/2026

3. Issuer Name and Ticker or Trading Symbol
urban-gro, Inc. [ UGRO ]

3a. Foreign Trading Symbol

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

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

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

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

No securities are beneficially owned.

	/s/ Donald G. Fell	04/10/2026
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

FAQ

What does the UGRO Form 3 filing for Donald G. Fell represent?

The Form 3 for urban-gro, Inc. (UGRO) reports Donald G. Fell’s initial status as an insider and beneficial owner. It is an opening ownership statement and does not itself show any stock purchases, sales, or option exercises.

Does the UGRO Form 3 show any stock transactions by Donald G. Fell?

No, the Form 3 for urban-gro, Inc. lists no transactions for Donald G. Fell. It reports zero buys, zero sells, and no derivative exercises, serving only as an initial beneficial ownership disclosure.

What insider role does Donald G. Fell have at urban-gro, Inc. (UGRO)?

Donald G. Fell is identified as a director of urban-gro, Inc. in the Form 3. As a director, he must report his beneficial ownership and future changes through Forms 3, 4, and 5 under SEC rules.

Are there any derivative or option positions reported for Donald G. Fell on this Form 3?

No derivative or option holdings are detailed for Donald G. Fell in this Form 3. The derivative section shows no remaining derivative positions and no derivative transactions associated with this initial filing.

Does the UGRO Form 3 indicate any gifting, tax withholding, or restructuring transactions?

The Form 3 indicates no gifts, tax-withholding dispositions, or restructuring transactions for Donald G. Fell. All such transaction counts and share amounts are listed as zero in the summarized data.