urban-gro, Inc. 8-K

What Happened
urban-gro, Inc. (Nasdaq: UGRO) filed an 8‑K reporting several management and board changes following completion of its merger with Flash Sports and Media, Inc. Effective February 17, 2026, Anita Britt resigned from the board and as Chair of the Audit Committee. On February 18, 2026, the board unanimously elected Donald Fell as a director and appointed David Hsu as the new Audit Committee Chair. The board also named Dick Akright and Eric Sherb as Co‑Chief Financial Officers to lead the combined company’s finance function after the merger.

Key Details

• Anita Britt resigned from the board and Audit Committee Chair role effective February 17, 2026; the company says there were no disputes or disagreements with management or the board.
• Donald Fell was elected to the board effective February 18, 2026; he is designated an independent director. Director compensation: $45,000 annual retainer, $5,000 per committee (Audit and Nominating), plus $80,000 annual value in restricted stock units (RSUs).
• David Hsu will serve as Chair of the Audit Committee effective February 18, 2026.
• Co‑CFOs: Dick Akright (former urban‑gro CFO) and Eric Sherb (former Flash Sports CFO). Eric Sherb’s annual salary as Co‑CFO is $150,000. The filing notes no related‑party transactions or family relationships requiring disclosure for the new appointees.

Why It Matters
These changes affect corporate governance and financial leadership at urban‑gro during post‑merger integration. The resignation of the Audit Committee Chair and appointment of a new independent director and Audit Chair are material for oversight of financial reporting and controls. The Co‑CFO structure pairs the legacy urban‑gro CFO with the former Flash Sports CFO (who brings IPO/SPAC and audit readiness experience), signaling a focus on combining expertise for reporting, compliance and growth execution after the merger. The filing also emphasizes there were no disputes or related‑party issues disclosed.