Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal

            Year.



On January 12, 2021, the Board of Directors of urban-gro, Inc. (the "Company") amended the Company's bylaws to restrict transfers by the Company's officers, directors and 5% shareholders until 180 days from the date of the final prospectus relating to the first underwritten public offering of the Company.

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