urban-gro (UGRO) 10-Q2023 Q1 Quarterly report

Filed: 10 May 23, 4:07pm

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New words: administered, advance, alternative, approved, ASC, assigned, beverage, Canada, commodity, commonly, constrained, convenience, CPG, cumulative, cycle, degree, delay, delaying, derive, dispute, distinct, education, employment, energy, ESG, Europe, evidence, fixed, food, forecasting, Fortune, good, Government, hospitality, immaterial, implementation, imputed, judgmental, kind, leading, legislation, lump, media, minimum, moderate, moderately, modification, multiple, offshoring, owner, package, packaged, partially, physical, policy, Potco, predominant, predominately, proceed, produce, promise, promised, properly, provision, ratio, recognition, reducing, remeasurement, rendered, reputation, reserved, retention, reversal, reward, routine, scope, separately, settle, shipment, shipping, showing, site, size, social, span, spent, standalone, sum, transitioning, typically, unanticipated, unapproved, uncertain, unilaterally, unsatisfied, variable

Removed: add, Administration, affiliate, Agricultural, Air, Arapahoe, Architect, asserted, bank, BASIC, breach, build, Buyer, capacity, case, choose, claim, closed, closing, CM, collectively, Colorado, commission, Commissioning, Conditioning, confidence, conversion, corporation, costly, County, Court, Crest, Crop, CSP, daily, deemed, defend, deficit, demonstrate, depth, differentiation, discount, Distribution, District, effectively, Electrical, elimination, employ, entity, equal, exceeding, expertise, failed, fall, fashion, favor, Fertigation, filed, forma, Georgia, Green, headcount, Heating, holistically, HVAC, ICD, industry, influenced, insurer, Interactive, Interior, Irrigation, June, lawsuit, leverage, liable, longer, Maintenance, marketing, Mississippi, occurring, ongoing, Online, OSS, outlined, pick, platform, Plumbing, pro, proactively, Protection, quality, reimburse, relate, relationship, relieved, resolved, responsibility, returned, Sam, saving, Science, solution, Space, standard, Studio, subsidiary, substantial, sued, suing, Sunflower, theft, Training, travel, turnkey, unrecognized, unrecovered, unregistered, uplisting, vendor, Ventilation, vi, vigorously, volume, weighted, worked, write, XFS

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Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C., SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with this quarterly report of urban-gro, Inc. (the “Company”) on Form 10-Q for the three months ended March 31, 2023, as filed with the Securities and Exchange Commission on May 10, 2023, (the “Report”), we, the undersigned, in the capacities and on the date indicated below, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of our knowledge:

1.The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Dated: May 10, 2023			/s/ Bradley Nattrass
			Bradley Nattrass
			Chairperson of the Board of Directors and Chief Executive Officer

Dated: May 10, 2023			/s/ Richard A. Akright
			Richard A. Akright
			Chief Financial Officer