{"url_path":"/sec/ugro/8-k/2026-06-23/item-7-01","section_key":"item-7-01","section_title":"Item 7.01 Regulation FD Disclosure**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-23","source_url":"https://www.sec.gov/Archives/edgar/data/1706524/0001213900-26-071142-index.html","accession_number":"0001213900-26-071142","cik":"0001706524","ticker":"UGRO","issuer_name":"Flash Sports & Media Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1706524/0001213900-26-071142-index.html","primary_entity_key":"0001706524","primary_entity_name":"Flash Sports & Media Holdings, Inc."},"word_count":272,"has_tables":true,"body_markdown":"**Item\n7.01. Regulation FD Disclosure** \n\n \n\nOn\nJune 17, 2026, Flash Sports and Media Holdings, Inc., formerly urban-gro, Inc. (the “Company”), confirmed its updated number\nof issued and outstanding shares of common stock, par value $0.001 per share (“Common Stock”), following the previously disclosed\napproval by the Company’s stockholders of the issuance of shares of Common Stock upon conversion of the Company’s Series\nB Convertible Preferred Stock, par value $0.001 per share (the “Series B Preferred Stock”).\n\n \n\nAs\npreviously disclosed, at the Company’s special meeting of stockholders held on June 12, 2026, the Company’s stockholders\napproved, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of Common Stock upon conversion of the Series\nB Preferred Stock in excess of 19.99% of the Company’s issued and outstanding Common Stock.\n\n \n\nFollowing such stockholder approval and the conversion of shares of Series B Preferred Stock at a conversion price of $3.23 in accordance\nwith the terms of the Certificate of Designations governing the Series B Preferred Stock, as of June 17, 2026, the Company had 53,539,119\nshares of Common Stock issued and outstanding.\n\n \n\nThe\nCompany is filing this Current Report on Form 8-K to publicly report its updated number of issued and outstanding shares of Common Stock\nfollowing the conversion of the Series B Preferred Stock.\n\n \n\n1\n\n \n\n \n\n**SIGNATURES**\n\n \n\nPursuant to the requirements\nof the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto\nduly authorized.\n\n \n\nDate: June 23, 2026\n**FLASH SPORTS & MEDIA HOLDINGS, INC.**\n\n \n \n \n\n \nBy: \n*/s/ Bradley Nattrass*\n\n \n \nName:\nBradley Nattrass\n\n \n \nTitle:\nChairman and Chief Executive Officer\n\n \n\n2"}