Flash Sports & Media Holdings, Inc.

urban-gro, Inc. (the “ Company ”) is filing this Notification of Late Filing on Form 12b-25 with respect to its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 (the “ Quarterly Report ”), which was due on May 15, 2026. The Company has determined that it is unable to file its Quarterly Report within the prescribed time period without unreasonable effort or expense because additional time is required to finalize its financial statements and related disclosures required to be included in the Quarterly Report. The Company is working diligently to complete the Quarterly Report as soon as possible and intends to file the Quarterly Report on or before the fifth calendar day following the prescribed due date, pursuant to Rule 12b-25 of the Securities Exchange Act of 1934. 2

The Annual Report on Form 10-K for urban-gro, Inc. (the “Company”) for the annual period ended December 31, 2025 cannot be filed within the prescribed time period because the Company requires additional time for compilation and review to insure adequate disclosure of certain information and in order to permit the Company’s independent registered public accounting firm to complete its review of the financial statements included in the Form 10-K. The Company’s Annual Report on Form 10-K will be filed on or before the 15th calendar day following the prescribed due date

As previously disclosed by urban-gro, Inc. (the “Company”) in its Current Report on Form 8-K, as filed on August 14, 2024 (the “Prior 8-K”), the Audit Committee of the Company’s Board of Directors determined that it was necessary to restate the Company’s audited consolidated financial statements as of and for the years ended December 31, 2022 and December 31, 2023 included in the Annual Report on Form 10-K with respect to such periods and the Company’s unaudited condensed consolidated interim financial statements as of and for each of the fiscal quarters in the years ended 2023 and 2022, and the quarter ended March 31, 2024, included in the Quarterly Reports on Form 10-Q with respect to such periods (collectively, the “Restatements”). The Restatements were completed and filed, together with the Company’s Quarterly Reports on Form 10-Q for the fiscal quarters ended June 30, 2024 and September 30, 2024 (the “2024 10-Qs”), by February 19, 2025. As a result of delays due to the preparation, review and filing of the Restatements and the 2024 10-Qs described above, which required significant management attention and expenditures, limited financial resources, and turnover in the Company’s finance department, the Company has been delayed in its preparation of its financial statements for the fiscal quarter ended September 30, 2025 and its Quarterly Report on Form 10-Q (the “Form 10-Q”) for that period, and is consequently unable to complete its condensed consolidated financial statements and file the Form 10-Q by the prescribed due date for such filing. The Company plans to file the Form 10-Q as soon as practicable. 2

As previously disclosed by urban-gro, Inc. (the “Company”) in its Current Report on Form 8-K, as filed on August 14, 2024 (the “Prior 8-K”), the Audit Committee of the Company’s Board of Directors determined that it was necessary to restate the Company’s audited consolidated financial statements as of and for the years ended December 31, 2022 and December 31, 2023 included in the Annual Report on Form 10-K with respect to such periods and the Company’s unaudited condensed consolidated interim financial statements as of and for each of the fiscal quarters in the years ended 2023 and 2022, and the quarter ended March 31, 2024, included in the Quarterly Reports on Form 10-Q with respect to such periods (collectively, the “Restatements”). The Restatements were completed and filed, together with the Company’s Quarterly Reports on Form 10-Q for the fiscal quarters ended June 30, 2024 and September 30, 2024 (the “2024 10-Qs”), by February 19, 2025. As a result of delays due to the preparation, review and filing of the Restatements and the 2024 10-Qs described above, which required significant management attention and expenditures, and turnover in the Company’s finance department, the Company has been delayed in its preparation and related audit of its financial statements for the fiscal year ended December 31, 2024 and its Annual Report on Form 10-K (the “Form 10-K”) for that period, and is consequently unable to complete its audited consolidated financial statements and file the Form 10-K by the prescribed due date for such filing. The Company plans to file the Form 10-K as soon as practicable

As previously disclosed by urban-gro, Inc. (the “Company”) in its Current Report on Form 8-K, as filed on August 14, 2024 (the “Prior 8-K”), the Audit Committee of the Company’s Board of Directors (the “Audit Committee”) determined that it was necessary to restate the Company’s audited consolidated financial statements as of and for the years ended December 31, 2022 and December 31, 2023, included in the Annual Report on Form 10-K with respect to such periods and the Company’s unaudited condensed consolidated interim financial statements as of and for each of the fiscal quarters in the years ended 2023 and 2022, and the quarter ended March 31, 2024, included in the Quarterly Reports on Form 10-Q with respect to such periods (collectively, the “Restatements”). The Restatements are primarily required to be made as a result of errors related to accounting for deferred tax liabilities associated with historical share-purchase acquisitions made by the Company. Accounting for the initial deferred tax liabilities associated with the acquisitions was determined to be proper, but the majority of the deferred tax liabilities that were recorded in connection with the share-purchase acquisition of each acquired company should have been recorded as income tax benefits to the statement of operations shortly after each acquisition. The Company had amortized these deferred tax liabilities to the statement of operations corresponding to the amortization of the intangible assets with which they were associated. As a result of delays due to the Restatements described above, the Company is unable to complete its unaudited condensed consolidated financial statements and file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 (the “Form 10-Q”) by the prescribed due date for such filing. The Company plans to file the Form 10-Q as soon as practicable following the completion of the Restatements

As previously disclosed by urban-gro, Inc. (the “Company”) in its Current Report on Form 8-K, as filed on August 14, 2024 (the “Prior 8-K”), the Audit Committee of the Company’s Board of Directors (the “Audit Committee”) determined that it was necessary to restate the Company’s audited consolidated financial statements as of and for the years ended December 31, 2022 and December 31, 2023 included in the Annual Report on Form 10-K with respect to such periods and the Company’s unaudited condensed consolidated interim financial statements as of and for each of the fiscal quarters in the years ended 2023 and 2022, and the quarter ended March 31, 2024 included in the Quarterly Reports on Form 10-Q with respect to such periods (such restatements, the “Restatements”). The Restatements are primarily required to be made as a result of errors related to accounting for deferred tax liabilities associated with historical share-purchase acquisitions made by the Company. Accounting for the initial deferred tax liabilities associated with the acquisitions was determined to be proper, but the majority of the deferred tax liabilities that were recorded in connection with the share-purchase acquisition of each acquired company should have been recorded as income tax benefits to the statement of operations shortly after each acquisition. The Company had amortized these deferred tax liabilities to the statement of operations corresponding to the amortization of the intangible assets with which they were associated. As a result of delays due to the Restatements described above, the Company is unable to complete its unaudited condensed consolidated financial statements and file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 (the “Form 10-Q”) by the prescribed due date for such filing. The Company plans to file the Form 10-Q as soon as practicable following the completion of the Restatements