Item 5. Other Information
ITEM 5. OTHER INFORMATION
For the purpose of specifying certain annual bonus performance targets contemplated by the employment agreements previously entered into with its executive officers, effective as of April 22, 2024, the Company entered into a Long-Term Incentive Agreement ("LTI Agreement") with each executive officer. The LTI Agreements establish a cash bonus program based on the sale or license of the Company's proprietary brand products each year during the three-year period beginning January 1, 2024 and ending December 31, 2026. The amount payable, if any, is determined based on the growth in revenues derived from proprietary brand products relative to total revenues in the Cultivation and Gardening segment. The minimum cash bonus is earned if the percentage of proprietary brand sales as a portion of total sales in a given year increases by 300 basis points, and the maximum cash bonus is earned if the percentage of proprietary brand sales as a portion of total sales in a given year increases by 600 basis points or more. If earned, the amount payable vests in three equal installments, with one-third vesting as of the end of the applicable year and an additional one-third vesting as of the end of each of the next two years, subject to continued employment with the Company, and subject to acceleration in certain circumstances such as retirement. Copies of each LTI Agreement are attached to this Quarterly Report on Form 10-Q as Exhibits 10.1, 10.2 and 10.3.
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ITEM 6. EXHIBITS
The following exhibits are included and filed with this report.
Exhibit Exhibit Description
3.1 Certificate of Incorporation of GrowGeneration Corp. (Incorporated by reference to Exhibit 3.1 to the Registration Statement on Form S-1 as filed on November 9, 2015)
3.2 Bylaws of GrowGeneration Corp. (Incorporated by reference to Exhibit 3.2 to the Registration Statement on Form S-1 as filed on November 9, 2015)
10.1 Form of L ong- T erm I ncentive A greement dated April 22, 2024 between GrowGeneration Corp and Darren Lampert
10.2 Form of L ong- T erm I ncentive A greement dated April 22, 2024 between GrowGeneration Corp and Michael Salaman
10.3 Form of L ong- T erm I ncentive A greement dated April 22, 2024 between GrowGeneration Corp and Gregory Sanders
31.1 Rule 13a-14(a)/15d-14(a) certification of Chief Executive Officer
31.2 Rule 13a-14(a)/15d-14(a) certification of principal financial and accounting officer
32.1 Section 1350 certification of Chief Executive Officer*
32.2 Section 1350 certification of principal financial and accounting officer*
101 Interactive Data Files
101.INS XBRL Instance Document
101.SCH XBRL Taxonomy Extension Schema Document
101.CAL XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB XBRL Taxonomy Extension Label Linkbase Document
101.PRE XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF XBRL Taxonomy Extension Definition Linkbase Definition
* Furnished and not filed.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized on August 8, 2024.
GrowGeneration Corp.
By: /s/ Darren Lampert
Darren Lampert, Chief Executive Officer
(Principal Executive Officer)
By: /s/ Gregory Sanders
Gregory Sanders, Chief Financial Officer
(Principal Accounting Officer and
Principal Financial Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.