Sec Form 4 Filing - Merida Capital Partners, LP @ GrowGeneration Corp. - 2020-07-20

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Merida Capital Partners, LP 2. Issuer Name and Ticker or Trading Symbol GrowGeneration Corp. [ GRWG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 641 LEXINGTON AVENUE, 18TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 07/20/2020 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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, par value $0.001 07/16/2020 S 80,000 D $ 7.336 1,621,997 D ( 1 ) ( 2 ) Common Stock, par value $0.001 07/20/2020 S 80,000 D $ 7.288 1,541,997 D ( 1 ) ( 2 ) Common Stock, par value $0.001 07/20/2020 S 40,000 D $ 7.396 1,501,997 D ( 1 ) ( 2 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Merida Capital Partners, LP 641 LEXINGTON AVENUE 18TH FLOOR NEW YORK, NY10022 X Merida Capital Partners II LP 641 LEXINGTON AVENUE 18TH FLOOR NEW YORK, NY10022 X Merida Capital Partners III LP 641 LEXINGTON AVENUE 18TH FLOOR NEW YORK, NY10022 X Merida Advisor, LLC 641 LEXINGTON AVENUE 18TH FLOOR NEW YORK, NY10022 X Merida Manager, LLC 641 LEXINGTON AVENUE SUITE 1801 NEW YORK, NY10022 X Merida Manager II LLC 641 LEXINGTON AVENUE SUITE 1801 NEW YORK, NY10022 X Merida Manager III LLC 641 LEXINGTON AVENUE SUITE 1801 NEW YORK, NY10022 X Baruchowitz Mitchell C/O MERIDA MERGER CORP. I 641 LEXINGTON AVE, 18TH FLOOR NEW YORK, NY10022 X Signatures MERIDA CAPITAL PARTNERS, LPBy:Merida Manager, LLC,its general partnerBy:/s/ Mitchell BaruchowitzName:Mitchell BaruchowitzTitle: Manager 07/20/2020 Signature of Reporting Person Date MERIDA CAPITAL PARTNERS II LPBy:Merida Manager II LLC,its general partnerBy:/s/ Mitchell BaruchowitzName: Mitchell BaruchowitzTitle: Manager 07/20/2020 Signature of Reporting Person Date MERIDA CAPITAL PARTNERS III LPBy:Merida Manager III LLC,its general partnerBy:/s/ Mitchell BaruchowitzName:Mitchell BaruchowitzTitle: Manager 07/20/2020 Signature of Reporting Person Date MERIDA ADVISOR, LLCBy:/s/ Mitchell BaruchowitzName:Mitchell BaruchowitzTitle: Manager 07/20/2020 Signature of Reporting Person Date MERIDA MANAGER, LLCBy:/s/ Mitchell BaruchowitzName:Mitchell BaruchowitzTitle: Manager 07/20/2020 Signature of Reporting Person Date MERIDA MANAGER II, LLCBy:/s/ Mitchell BaruchowitzName:Mitchell BaruchowitzTitle: Manager 07/20/2020 Signature of Reporting Person Date MERIDA MANAGER III, LLCBy:/s/ Mitchell BaruchowitzName:Mitchell BaruchowitzTitle: Manager 07/20/2020 Signature of Reporting Person Date /s/ Mitchell BaruchowitzMITCHELL BARUCHOWITZ 07/20/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These securities are owned solely by Merida Capital Partners LP ("MCP I"), who may be deemed to be a member of a "group" with Merida Capital Partners II LP ("MCP II") and Merida Capital Partners III LP ("MCP III") for purposes of Section 13(d) of the Exchange Act. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Act"), the reporting persons disclaim beneficial ownership of any securities reported herein, except to the extent that the reporting person has a pecuniary interest therein. This report shall not be deemed an admission that such reporting person is the beneficial owner of any securities not directly owned by such reporting person. ( 2 )Merida Manager, LLC ("Merida GP I"), as the general partner of MCP I, Merida Manager II LLC ("Merida GP II"), as the general partner of MCP II and Merida Manager III LLC ("Merida GP III"), as the general partner of MCP III, may be deemed to be the beneficial owner of the securities held by MCP I, MCP II and MCP III, respectively. Merida Advisor, LLC ("Merida Advisor"), as investment manager, may be deemed to be the beneficial owner of the securities held by MCP I, MCP II and MCP III. Mitchell Baruchowitz, as the manager of Merida Advisor, may be deemed to beneficially own the securities held by Merida Advisor. Pursuant to Rule 16a-1(a)(4) of the Act, the reporting persons disclaim beneficial ownership of any securities reported herein, except to the extent that the reporting person has a pecuniary interest therein. This report shall not be deemed an admission that such reporting person is the beneficial owner of any securities not directly owned by such reporting person.

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).

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