GRWC / Grow Capital, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Grow Capital, Inc.
US ˙ OTCPK

Mga Batayang Estadistika
CIK 1448558
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Grow Capital, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
December 23, 2021 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

15-12G 1 form1512g.htm 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. 000-53548 Commission File Number GROW CAPITAL, INC. (Exact name of re

December 23, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2021 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction of incorporation) (Commission File

September 29, 2021 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER CUSIP NUMBER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399818202 (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: June 30, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on

May 24, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 grwc10q.htm GROW CAPITAL, INC. 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548

May 18, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER CUSIP NUMBER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399818202 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: March 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on

April 22, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2021 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization) (C

April 22, 2021 EX-10.1

THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into effective the 19 day of April, 2021 by and between OTC PR Group Inc. (The “Consultant”) whose principal place of business is 255 Primera Boulevard, Suite 160 Lake Mary FL 32746 and

THIS CONSULTING AGREEMENT (the ?Agreement?) is made and entered into effective the 19 day of April, 2021 by and between OTC PR Group Inc.

February 22, 2021 10-Q

Quarterly Report - 10-Q

10-Q 1 form10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File

February 12, 2021 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399818202 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: December 31, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report

February 8, 2021 10-Q/A

Quarterly Report - GROW CAPITAL FORM 10-Q/A

10-Q/A 1 grwc10qa.htm GROW CAPITAL FORM 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A Amendment No. 1 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition

February 1, 2021 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CAPITAL, IN

January 14, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 11, 2021 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporat

January 14, 2021 EX-10.1

SECURITIES PURCHASE AGREEMENT

SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 30, 2020, by and between Grow Capital, Inc.

December 21, 2020 8-K

- 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2020 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization)

November 18, 2020 8-K

Current Report

8-K 1 form8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2020 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorpora

November 17, 2020 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399818202 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: June 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on

October 13, 2020 EX-10.22

Fee Agreement between Jonathan Bonnette and Grow Capital Inc. dated May 15, 2020

JONATHAN BONNETTE 2485 Village View Drive, Suite 180 Henderson, NV 89074 (702) 830-7919 May 15, 2020 James Olson, Chairman Grow Capital, Inc.

October 13, 2020 10-K

Annual Report - GROW CAPITAL FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2020 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ]: Commission File Number: 000-53548 GROW CAPITAL, I

October 13, 2020 EX-21

List of Subsidiaries

EXHIBIT 21 List of Subsidiaries As at June 30, 2020 1. Bombshell Technologies, Inc. (Acquired July 23, 3019) 2. WCS Enterprises, LLC (Disposed September 30, 2019) 3. Resort at Lake Selmac, Inc.

October 13, 2020 EX-10.25

Addendum to Commercial Loan Agreement and corresponding promissory note with Encompass More Group, Inc. dated September 25, 2020

ADDENDUM TO COMMERCIAL LOAN AGREEMENT This ADDENDUM TO COMMERCIAL LOAN AGREEMENT (the “Addendum”) executed this 25th day of September 2020 and effective as of June 30, 2020 (the “Effective Date”), amends the Commercial Loan Agreement (the “Agreement”) dated July 22, 2019 and is made by and between: ENCOMPASS MORE GROUP, INC.

October 13, 2020 EX-4.2

Description of securities

DESCRIPTION OF GROW CAPITAL, INC’S COMMON STOCK REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of the date of the Annual Report on Form 10-K of which this exhibit is a part, Grow Capital, Inc.

October 13, 2020 EX-10.21

Fee Agreement between Carl Sanko and Grow Capital Inc. dated May 15, 2020

CARL SANKO 2485 Village View Drive, Suite 180 Henderson, NV 89074 (702) 830-7919 May 15, 2020 James Olson, Chairman Grow Capital, Inc.

September 29, 2020 NT 10-K

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399818202 (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: June 30, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on

August 20, 2020 EX-99.1

FinTech Company Uses Online Appointment Setting to Keep Financial Services Professionals In Business During COVID - Goes Public Under GRWCD Public Employee Retirement Assistance utilizes technology to pair public employees with retirement specialists

EX-99.1 3 grwcex99z1.htm EXHIBIT 99.1 For Immediate ReleaseContact: AF1 Public Relations August 20th, 2020 702-908-0018 www.growcapitalinc.com FinTech Company Uses Online Appointment Setting to Keep Financial Services Professionals In Business During COVID - Goes Public Under GRWCD Public Employee Retirement Assistance utilizes technology to pair public employees with retirement specialists virtua

August 20, 2020 EX-10.1

Registration Rights Agreement, dated August 19, 2020, by and between Grow Capital, Inc., and the Members of PERA, LLC

EX-10.1 2 grwcex10z1.htm EXHIBIT 10.1 EXECUTION VERSIONEXHIBIT 10.1 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 19, 2020, between Grow Capital, Inc., a Nevada corporation (the “Company”) and each holder of the Company’s Common Stock (as defined below), listed on the signature page hereto (collectively, the “Investors”).

August 20, 2020 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2020 GROW CAPITAL, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation) 000-53548 86-0970023 (Commission File

August 11, 2020 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - GROW CAPITAL, INC. 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2020 GROW CAPITAL, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation) 000-53548 86-0970023 (Commission File

August 11, 2020 EX-10.1

Exchange Agreement, effective August 3, 2020, by and between the Grow Capital, Inc., and PERA LLC, and the shareholders of PERA LLC.

EXECUTION VERSION EXHIBIT 10.1 EXCHANGE AGREEMENT by and among GROW CAPITAL, INC., a Nevada corporation; PERA LLC, a Nevada limited liability company; THE MEMBERS OF PERA LLC and ERIC TARNO, as Members’ Representative Dated as of August 3, 2020 i TABLE OF CONTENTS Page ARTICLE 1 DESCRIPTION OF TRANSACTION1 1.1.Structure of the Exchange1 1.2.Effects of the Exchange1 1.3.Closing; Effective Time2 1.4

August 11, 2020 EX-99.1

Grow Capital, Inc Acquires Second FinTech Company: Public Employee Retirement Assistance Public Employee Retirement Assistance utilizes technology to pair public employees with retirement specialists

Exhibit 99.1 For Immediate ReleaseContact: AF1 Public Relations August 11th, 2020 702-908-0018 www.growcapitalinc.com Grow Capital, Inc Acquires Second FinTech Company: Public Employee Retirement Assistance Public Employee Retirement Assistance utilizes technology to pair public employees with retirement specialists Henderson, NV — Grow Capital, Inc (OTCPK:GRWCD) (GRWCD) today announced that it ha

July 29, 2020 EX-99.1

Grow Capital Inc, Announces Effective Date of Reverse Stock Split Board seeks to normalize trading activity, increase share price

Exhibit 99.1 For Immediate Release Contact: AF1 Public Relations July 29, 2020702-908-0018 www.growcapitalinc.com Grow Capital Inc, Announces Effective Date of Reverse Stock Split Board seeks to normalize trading activity, increase share price Henderson, NV — Grow Capital, Inc (OTCQB:GRWC), a company that identifies and incubates promising companies in financial technology (“FinTech”) today announ

July 29, 2020 EX-3.1

Amendment to the Amended and Restated Articles of Incorporation of Grow Capital, Inc., effective June 29, 2020

July 29, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

8-K 1 grwc8k.htm GROW CAPITAL, INC. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2020 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdicti

June 9, 2020 DEF 14C

- GROW CAPITAL, INC. DEF-14C

DEF 14C 1 grwcdef14c.htm GROW CAPITAL, INC. DEF-14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X] Definitive

May 29, 2020 PRE 14C

- GROW CAPITAL, INC. - PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Information Statement GROW CAPITAL, INC. (Name of Re

May 19, 2020 10-Q

Quarterly Report - GROW CAPITAL, INC. 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CAPITAL, INC. (

May 15, 2020 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399818103 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: March 31, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on

April 3, 2020 EX-10.1

Compensation Agreement

Microsoft Word - KennedyGRWCFeeAgreement4-1-2020 to 6-30-2020-4844-2069-2409 ver. 2 TERRY KENNEDY 2485 Village View Drive, Suite 180 Henderson, NV 89074 (702) 830-7919 April 1, 2020 James Olson, Chairman Grow Capital, Inc. Re: EXECUTIVE COMPENSATION AGREEMENT Gentlemen, Set forth below are the terms and conditions regarding compensation for services to be provided for the three month period that b

April 3, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 grwc8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2020 GROW CAPITAL, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation) 000-53548 86-0970023

February 19, 2020 EX-10.1

Fee Agreement between Trevor K Hall and Grow Capital Inc dated February 12, 2020.

Trevor K. Hall 6145 S Rainbow Blvd Las Vegas, NV 89118 (702) 629-1886 January 1, 2020 Jonathan Bonnette, President Grow Capital, Inc. Re: Fee Agreement Gentlemen, Set forth below are the terms and conditions regarding compensation for services to be provided during calendar year 2020, and the fee arrangement for services to be provided by my firm to Grow Capital, Inc., its subsidiaries and affilia

February 19, 2020 10-Q

GRWC / Grow Condos, Inc. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CAPITAL, INC

February 14, 2020 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER CUSIP NUMBER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399818103 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: December 31, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report

November 19, 2019 10-Q

GRWC / Grow Condos, Inc. 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CAPITAL, IN

November 14, 2019 NT 10-Q

GRWC / Grow Condos, Inc. NT 10-Q - - NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399818103 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: September 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Repor

November 5, 2019 SC 13G/A

GRWC / Grow Condos, Inc. / Albright Andy S. - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE 13G Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 399818103 (CUSIP Number) Andy Albright c/o Robert J. King III 2000 Renaissance Plaza 230 North Elm Street Greensboro, NC 27401 336-271-3110 (Name, Address and Telephone N

October 28, 2019 10-K/A

GRWC / Grow Condos, Inc. 10-K/A - Annual Report - 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2019 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission File Number: 000-53548 GROW C

October 15, 2019 EX-21

List of Subsidiaries

Exhibit 21 List of Subsidiaries 1.Bombshell Technologies, Inc. (Acquired July 23, 3019) 2.WCS Enterprises, LLC (Disposed September 30, 2019) 3.Smoke on the Water, Inc.

October 15, 2019 10-K

GRWC / Grow Condos, Inc. 10-K - Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2019 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission File Number: 000-53548 GROW CAPITAL, INC. (Exact

October 15, 2019 8-K/A

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation

October 15, 2019 EX-99.1

BOMBSHELL TECHNOLOGIES, INC.

BOMBSHELL TECHNOLOGIES, INC. (Formerly Bombshell Technologies, LLC) FINANCIAL STATEMENTS Page Report from Independent Public Accounting Firm F-1 Balance Sheet as of December 31, 2018 F-2 Statement of Operations for the period from inception, November 5, 2018 to December 31, 2018 F-3 Statement of Members’ Deficit F-4 Statement of Cash Flows for the period from inception, November 5, 2018 to Decembe

October 15, 2019 EX-99.2

BOMBSHELL TECHNOLOGIES, INC. (Formerly Bombshell Technologies, LLC) FINANCIAL STATEMENTS (Unaudited) Page Condensed Balance Sheets as of June 30, 2019 and December 31, 2018 F-2 Condensed Statement of Operations for the six months ended June 30, 2019

BOMBSHELL TECHNOLOGIES, INC. (Formerly Bombshell Technologies, LLC) FINANCIAL STATEMENTS (Unaudited) Page Condensed Balance Sheets as of June 30, 2019 and December 31, 2018 F-2 Condensed Statement of Operations for the six months ended June 30, 2019 F-3 Condensed Statement of Stockholders's Equity F-4 Condensed Statement of Cash Flows for the six months ended June 30, 2019 F-5 Notes to the Condens

October 15, 2019 EX-99.3

UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION

EX-99.3 4 ex993.htm PROFORMA FINANCIAL STATEMENTS - BOMBSHELL TECHNOLOGIES INC. AND GROW CAPITAL INC. AS AT JUNE 30, 2019. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION On July 23, 2019, (the “Closing Date”), Grow Capital, Inc. (the “Company”), a Nevada corporation, acquired Bombshell Technologies, Inc. (“Bombshell”), a Nevada corporation, , pursuant to a stock exchange agreement (the “Ex

October 8, 2019 SC 13D/A

GRWC / Grow Condos, Inc. / Zallen Wayne Andrew - SC 13 D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE 13D Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Wayne Zallen 722 W. Dutton Road Eagle Point, OR 97524 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

October 8, 2019 SC 13D/A

GRWC / Grow Condos, Inc. / Zallen Wayne Andrew - SC 13 D/A Activist Investment

SC 13D/A 1 grwc13da.htm SC 13 D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE 13D Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Wayne Zallen 722 W. Dutton Road Eagle Point, OR 97524 (Name, Address and Telephone Number of Person Authorized to R

October 2, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization

October 2, 2019 EX-10.1

Membership Interest Purchase Agreement, dated September 30, 2019, by and between Grow Capital, Inc., WCS Enterprises, LLC, and the Wayne A. Zallen Trust u/a/d 10/24/2014 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed October 2, 2019)

EXECUTION VERSION MEMBERSHIP INTEREST PURCHASE AGREEMENT by and between GROW CAPITAL, INC.

October 2, 2019 EX-10.2

Separation and Release of Claims Agreement, dated September 30, 2019, by and between the Company and Wayne Zallen (incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K filed October 2, 2019)

EX-10.2 3 grwcex10z2.htm EXHIBIT 10.2 EXECUTION VERSION Separation and Release of Claims Agreement This Separation and Release of Claims Agreement (“Agreement”) is entered into, as of the last date both parties have signed this Agreement (the “Execution Date”), by and between Grow Capital, Inc., a Nevada corporation (the “Employer”), on behalf of itself, its subsidiaries, and other corporate affil

October 2, 2019 EX-99.1

Grow Capital, Inc Remains Committed To FinTech - Reports Selling Off First Of Two Remaining Assets Unrelated To FinTech

For Immediate ReleaseContact: AF1 Public Relations October 2, 2019 702-908-0018 www.

September 30, 2019 NT 10-K

GRWC / Grow Condos, Inc. NT 10-K - - NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399818103 (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: June 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on

September 11, 2019 SC 13D/A

GRWC / Grow Condos, Inc. / Bonnette Jonathan Eric - SC 13DA Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Jonathan Bonnette 2285 Coral Ridge Avenue Henderson, NV 89052 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Septembe

September 11, 2019 SC 13D/A

GRWC / Grow Condos, Inc. / Kennedy Terry Joe - SC 13 D/A Activist Investment

SC 13D/A 1 grwc13da.htm SC 13 D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Terry Kennedy c/o Off The Wall LLC 688 Childrens Way Henderson, NV 89052 (Name, Address and Telephone Number of Person Authorized to

September 11, 2019 SC 13D

GRWC / Grow Condos, Inc. / Bonnette Joel Aaron - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Joel Bonnette 25769 Royal Birkdale Denham Springs, LA 70726 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 3,

September 11, 2019 SC 13G

GRWC / Grow Condos, Inc. / Albright Andy S. - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 399818103 (CUSIP Number) Andy Albright c/o Robert J. King III 2000 Renaissance Plaza 230 North Elm Street Greensboro, NC 27401 336-271-3110 (Name, Address and Telephone Number of Person Aut

September 9, 2019 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 3, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization)

September 9, 2019 EX-3.1

Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K filed September 3, 2019)

EX-3.1 2 grwcex3z1.htm EXHIBIT 3.1 Exhibit 3.1 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF GROW CAPITAL, INC. Grow Capital, Inc. (the “Corporation”), a corporation incorporated under the laws of the state of Nevada on October 22, 1999, hereby amends and restates its Articles of Incorporation, to embody in one document its original articles and the subsequent amendments thereto, pursuant to S

September 9, 2019 EX-99.1

Grow Capital Shows Commitment To FinTech Acquisitions Despite market volatility, company is confident in long-term business model and issued shares to continue mission

Exhibit 99.1 For Immediate Release Contact: AF1 Public Relations September 9, 2019 702-908-0018 www.growcapitalinc.com Grow Capital Shows Commitment To FinTech Acquisitions Despite market volatility, company is confident in long-term business model and issued shares to continue mission Henderson, NV — Grow Capital, Inc (OTCPK:GRWC) (GRWC) after clearing all regulatory time and filing requirements

August 8, 2019 DEF 14C

GRWC / Grow Condos, Inc. DEF 14C - - DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ]Preliminary Information Statement [ ]Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X]Definitive Information Statement GROW CAPITAL, INC. (Name of Regis

August 8, 2019 DEFA14C

GRWC / Grow Condos, Inc. DEFA14C - - DEFA14C

2485 Village View Drive, Suite 180 Henderson, NV 89074 Important Notice Regarding the Internet Availability of our Information Statement As part of our efforts to conserve environmental resources and prevent unnecessary corporate expenses, Grow Capital, Inc.

August 6, 2019 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization) (C

July 29, 2019 PRE 14C

GRWC / Grow Condos, Inc. PRE 14C - - PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X]Preliminary Information Statement [ ]Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ]Definitive Information Statement GROW CAPITAL, INC. (Name of Regis

July 29, 2019 SC 13D/A

GRWC / Grow Condos, Inc. / Kennedy Terry Joe - SC13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Terry Kennedy c/o Off The Wall LLC 688 Childrens Way Henderson, NV 89052 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communication

July 29, 2019 SC 13D/A

GRWC / Grow Condos, Inc. / Bonnette Jonathan Eric - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Jonathan Bonnette 2285 Coral Ridge Avenue Henderson, NV 89052 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 23,

July 24, 2019 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization) (Co

July 24, 2019 EX-10.3

Loan Agreement, by and between the Company and Encompass More Group, Inc., dated July 22, 2019 (incorporated by reference to Exhibit 10.3 of the Company’s Form 8-K filed July 24, 2019)

EX-10.3 4 grwcex10z3.htm EXHIBIT 10.3 EXECUTION VERSION COMMERCIAL LOAN AGREEMENT THIS COMMERCIAL LOAN AGREEMENT (this “Agreement”) is made and entered into as of July 22, 2019 (the “Closing Date”), by and between ENCOMPASS MORE GROUP, INC., a Nevada corporation (“Borrower”), and GROW CAPITAL, INC., a Nevada corporation (“Lender”). Recitals WHEREAS, Lender desires to loan to Borrower the sum of $1

July 24, 2019 EX-99.1

Grow Capital, Inc Formally Acquires Bombshell Technologies

For Immediate Release Contact: AF1 Public Relations July 24 2019 702-908-0018 www.

July 24, 2019 EX-10.4

Promissory Note issued by Encompass More Group, Inc. to the Company, dated July 22, 2019 (incorporated by reference to Exhibit 10.4 of the Company’s Form 8-K filed July 24, 2019)

EXECUTION VERSION PROMISSORY NOTE FOR VALUE RECEIVED, and subject to the terms and conditions set forth herein, ENCOMPASS MORE GROUP, INC.

July 24, 2019 EX-10.2

Registration Rights Agreement, dated July 23, 2019, by and between the Company and the shareholders of Bombshell Technologies, Inc. (incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K filed July 24, 2019)

Execution Copy REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 23, 2019, between Grow Capital, Inc.

July 24, 2019 EX-10.1

First Amendment to the Exchange Agreement, dated July 23, 2019, by and between the Company, Bombshell Technologies, Inc., and the shareholders of Bombshell Technologies, Inc. (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed July 24, 2019)

EX-10.1 2 grwcex10z1.htm EXHIBIT 10.1 Execution Copy FIRST AMENDMENT TO THE STOCK EXCHANGE AGREEMENT This FIRST AMENDMENT TO THE STOCK EXCHANGE AGREEMENT (this “Amendment”) is entered into as of July 23, 2019 (the “Effective Date”) by and between Grow Capital, Inc., a Nevada corporation (“GC”), Bombshell Technologies, Inc., a Nevada corporation (“Bombshell”), and the shareholders of Bombshell (the

July 1, 2019 SC 13D/A

GRWC / Grow Condos, Inc. / Kennedy Terry Joe - SC 13 D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Terry Kennedy c/o Off The Wall LLC 688 Childrens Way Henderson, NV 89052 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communication

June 27, 2019 EX-99.1

Grow Capital, Inc Signs Exchange Agreement To Acquire Bombshell Technologies

EX-99.1 3 grwcex99z1.htm EXHIBIT 99.1 For Immediate ReleaseContact: AF1 Public Relations June 27, 2019 702-908-0018 www.growcapitalinc.com Grow Capital, Inc Signs Exchange Agreement To Acquire Bombshell Technologies Henderson, NV — Grow Capital, Inc (OTCPK:GRWC) (GRWC) today announced that it has executed a stock exchange agreement to acquire Bombshell Technologies. The final closing of the transa

June 27, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 grwc8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation

June 27, 2019 EX-10.1

Exchange Agreement, dated June 26, 2019, by and between the Company, Bombshell Technologies, Inc., and the shareholders of Bombshell Technologies, Inc. (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed June 27, 2019)

EX-10.1 2 grwcex10z1.htm EXHIBIT 10.1 STOCK EXCHANGE AGREEMENT by and among GROW CAPITAL, INC., a Nevada corporation; BOMBSHELL TECHNOLOGIES, INC., and THE SHAREHOLDERS OF BOMBSHELL TECHNOLOGIES, INC. Dated as of June 26, 2019 TABLE OF CONTENTS Page Article 1 DESCRIPTION OF TRANSACTION2 1.1.Structure of the Exchange2 1.2.Effects of the Exchange2 1.3.Closing; Effective Time2 1.4.Conversion of Bombs

June 13, 2019 EX-10.1

Fee Agreement, dated June 8, 2019, by and between the Company and AF1 Public Relations LLC (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed June 8, 2019)

AF1 Public Relations LLC 2272 Coral Ridge Avenue Henderson, NV 89052 Amanda@af1pr.

June 13, 2019 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

8-K 1 grwc8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation

May 28, 2019 SC 13D

GRWC / Grow Condos, Inc. / Zallen Wayne Andrew - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Wayne Zallen 722 W. Dutton Road Eagle Point, OR 97524 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 9, 2014 (Date

May 24, 2019 SC 13D

GRWC / Grow Condos, Inc. / Bonnette Jonathan Eric - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Jonathan Bonnette 2285 Coral Ridge Avenue Henderson, NV 89052 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 15, 20

May 21, 2019 SC 13D/A

GRWC / Grow Condos, Inc. / Kennedy Terry Joe - SC 13 D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Terry Kennedy c/o Off The Wall LLC 688 Childrens Way Henderson, NV 89052 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communication

May 21, 2019 SC 13D/A

GRWC / Grow Condos, Inc. / Sanko Carl - SC 13 D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Carl Sanko c/o MCRL Holdings LLC 4824 Denaro Drive Las Vegas, NV 89135 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

May 20, 2019 EX-10.2

Fee Agreement, dated May 15, 2019, by and between the Company and Carl Sanko (incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K filed May 20, 2019)

EX-10.2 3 grwcex10z2.htm EXHIBIT 10.2 CARL SANKO 2485 Village View Drive, Suite 180 Henderson, NV 89074 (702) 830-7919 May 15, 2019 Jonathan Bonnette, President Grow Capital, Inc. Re: Fee Agreement Gentlemen, Set forth below are the terms and conditions regarding compensation for services to be provided during fiscal year May 15, 2019 to May 15, 2019, and the fee arrangement for services to be pro

May 20, 2019 EX-10.3

Fee Agreement, dated May 15, 2019, by and between the Company and Terry Kennedy (incorporated by reference to Exhibit 10.3 of the Company’s Form 8-K filed May 20, 2019)

EX-10.3 4 grwcex10z3.htm EXHIBIT 10.3 TERRY KENNEDY 2485 Village View Drive, Suite 180 Henderson, NV 89074 (702) 830-7919 May 15, 2019 Jonathan Bonnette, President Grow Capital, Inc. Re: Fee Agreement Gentlemen, Set forth below are the terms and conditions regarding compensation for services to be provided during fiscal year May 15, 2019 to May 15, 2019, and the fee arrangement for services to be

May 20, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization) (Com

May 20, 2019 EX-10.1

Fee Agreement, dated May 15, 2019, by and between the Company and Jonathan Bonnette (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed May 20, 2019)

JONATHAN BONNETTE 2485 Village View Drive, Suite 180 Henderson, NV 89074 (702) 830-7919 May 15, 2019 James Olson, Chairman Grow Capital, Inc.

May 17, 2019 SC 13D

GRWC / Grow Condos, Inc. / Kennedy Terry Joe - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Terry Kennedy c/o Off The Wall LLC 688 Childrens Way Henderson, NV 89052 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

May 16, 2019 EX-99.1

Grow Capital, Inc Signs Letter Of Intent To Acquire Bombshell Technologies

EX-99.1 3 grwcex99z1.htm EXHIBIT 99.1 For Immediate ReleaseContact: Amanda Kennedy May 16, 2019702-908-0018 www.growcapitalinc.com Grow Capital, Inc Signs Letter Of Intent To Acquire Bombshell Technologies Henderson, NV — Grow Capital, Inc (OTCPK:GRWC) (GRWC) today announced that it has signed a letter of intent (LOI) to acquire Bombshell Technologies. A due diligence review is underway and a fina

May 16, 2019 8-K

Financial Statements and Exhibits, Other Events

8-K 1 grwc8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation

May 16, 2019 EX-10.1

Letter of Intent, effective March 12, 2019, by and between the Company and Bombshell Technologies, LLC

March 11, 2019 VIA ELECTRONIC MAIL Joel Bonnette, Manager Bombshell Technologies, LLC 25769 Royal Birkdale, Denham Springs, Louisiana 70726 RE:LETTER OF INTENT Dear Mr.

May 15, 2019 EX-99.1

Grow Capital Formally Announces Award-Winning Financial Services CEO As Consultant Thought leader consulting as company invests in Fintech niche

For Immediate ReleaseContact: Amanda Kennedy May 15, 2019 702-908-0018 www.growcapitalinc.com Grow Capital Formally Announces Award-Winning Financial Services CEO As Consultant Thought leader consulting as company invests in Fintech niche Henderson, NV - Grow Capital, Inc (OTCPK:GRWC) formally announces the addition of Terry Kennedy as a consultant to its team of thought partners. Mr. Kennedy bega

May 15, 2019 EX-10.1

Consulting Agreement, effective July 1, 2018, by and between the Company and Terry Kennedy (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed May 16, 2019)

EX-10.1 2 grwcex10z1.htm EXHIBIT 10.1 TERRY KENNEDY 2485 Village View Drive, Suite 180 Henderson, NV 89074 (702) 533-7047 July 1, 2018 Jonathan Bonnette, President Grow Condos, Inc. Re: Fee Agreement Gentlemen, Set forth below are the terms and conditions regarding compensation for services to be provided during calendar year 2018, and the fee arrangement for services to be provided by my firm to

May 15, 2019 8-K

Financial Statements and Exhibits, Other Events

8-K 1 grwc8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation

May 14, 2019 10-Q

GRWC / Grow Condos, Inc. 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CAPITAL, INC. (

May 3, 2019 EX-10.1

Consulting Agreement, effective February 15, 2019, by and between the Company and James Olson (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on May 3, 2019)

February 11, 2019 Jonathan Bonnette, President Grow Capital, Inc. Re: Fee Agreement Gentlemen, Set forth below are the terms and conditions regarding compensation for services to be provided during calendar year 2019, and the fee arrangement for services to be provided by my firm to Grow Capital, Inc., its subsidiaries and affiliates (collectively "GRWC") for periods after February 14, 2019, along

May 3, 2019 EX-99.1

Grow Capital Announces Nationally Recognized Fintech Expert As New Board Chairman James Olson of FPS Group brings 25 years of knowledge to GRWC operations

EX-99.1 3 grwcex99z1.htm EXHIBIT 99.1 For Immediate ReleaseContact: Amanda Kennedy April 30, 2019 702-908-0018 www.growcapital.inc Grow Capital Announces Nationally Recognized Fintech Expert As New Board Chairman James Olson of FPS Group brings 25 years of knowledge to GRWC operations Henderson, NV - Grow Capital, Inc (OTCPK:GRWC) announces finch industry pioneer James Olson joined as the chairman

May 3, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization) (C

April 22, 2019 SC 13D

GRWC / Grow Condos, Inc. / Grow Capital, Inc. - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Grow Capital, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 399818103 (CUSIP Number) Carl Sanko c/o MCRL Holdings LLC 4824 Denaro Drive Las Vegas, NV 89135 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) M

April 12, 2019 EX-10.1

Form of Securities Purchase Agreement

FORM OF SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 3, 2018, by and between Grow Capital, Inc.

April 12, 2019 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 3, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization) (Co

April 9, 2019 EX-99.1

Grow Capital, Inc Name Change Made Official Today GRWC ticker remains as company re-focuses on acquisitions

EX-99.1 2 grwcex99z1.htm EXHIBIT 99.1 Exhibit 99.1 For Immediate Release KennedyApril 8, 2019 Contact: Amanda [email protected] Grow Capital, Inc Name Change Made Official Today GRWC ticker remains as company re-focuses on acquisitions Henderson, NV - Grow Capital, Inc (OTCPK:GRWC) today announces official recognition by the Financial Industry Regulatory Authority (FINRA). In August 2018, leadership

April 9, 2019 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2019 Grow Capital, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization) (Co

February 20, 2019 EX-3.2

By-laws of the Company (incorporated by reference to Exhibit 3.2 of the Company’s Form 10-Q filed on February 20, 2019)

EX-3.2 3 grwcex3z2.htm EXHIBIT 3.2 BYLAWS OF GROW CONDOS, INC. ARTICLE I OFFICES Section 1.01Registered Office. The registered office shall be in the city of Henderson, State of Nevada. Section 1.02Location of Offices. The corporation may maintain such offices within or without the state of Nevada as the board of directors may from time to time designate or require. Section 1.03Principal Office. T

February 20, 2019 EX-10.4

Consulting Agreement, by and between the Company and Carl Sanko, dated August 6, 2018 (incorporated by reference to Exhibit 10.4 of the Company’s Form 10-Q filed on February 20, 2019)

CARL SANKO 4824 Denaro Drive Las Vegas, NV 89135 (310) 272-6368 July 1, 2018 Jonathan Bonnette, President Grow Condos, Inc.

February 20, 2019 10-Q

GRWC / Grow Condos, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CONDOS, INC.

February 20, 2019 EX-3.1

Articles of Incorporation of the Company, as amended.

EX-3.1 2 grwcex3z1.htm EXHIBIT 3.1 ARTICLES OF INCORPORATION OF ALLCITYBRANDS.COM, INC. The undersigned incorporator, being a natural person more than eighteen (18) years of age and acting as the sole incorporator of the above-named corporation (hereinafter referred to as the "Corporation") hereby adopts the following Articles of Incorporation for the Corporation. ARTICLE I NAME The name of the Co

February 20, 2019 EX-10.3

Sublease, by and between the Company and Appreciation, LLC effective February 19, 2019 (incorporated by reference to Exhibit 10.3 of the Company’s Form 10-Q filed February 20, 2019)

EX-10.3 5 grwcex10z3.htm EXHIBIT 10.3 COMMERCIAL SUBLEASE AGREEMENT THIS SUBLEASE AGREEMENT (“Agreement”) is entered into on February 19, 2019, by and between APPRECIATION, LLC, a Nevada Limited liability company (“Sublessor”), and GROW CAPITAL, INC., a Nevada corporation (“Subtenant” or “Sublessee”). Collectively the “Parties.” FOR VALUABLE CONSIDERATION, the Parties agree to the following terms

February 20, 2019 EX-10.5

Consulting Agreement, by and between the Company and Wayne Zallen, dated August 6, 2018 (incorporated by reference to Exhibit 10.5 of the Company’s Form 10-Q filed on February 20, 2019)

EX-10.5 7 grwcex10z5.htm EXHIBIT 10.5 WAYNE ZALLEN 722 West Dutton Road Eagle Point, OR 97524 (541) 821-4556 July 1, 2018 Jonathan Bonnette, President Grow Condos, Inc. Re: Fee Agreement Gentlemen, Set forth below are the terms and conditions regarding compensation for services to be provided during calendar year 2018, and the fee arrangement for services to be provided by my firm to Grow Condos,

February 20, 2019 EX-10.1

Employment Agreement, by and between the Company and Jonathan Bonnette, dated July 1, 2018 (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q filed on February 20, 2019)

EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), dated as of July 1, 2018, (the “Effective Date”) is made and entered by and between Grow Condos, Inc.

February 14, 2019 NT 10-Q

GRWC / Grow Condos, Inc. NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399819 200 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: December 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Repor

February 1, 2019 EX-10.1

Agreement, by and between the Company and Trevor Hall, dated January 28, 2019 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on February 1, 2019)

Trevor K. Hall 6145 S Rainbow Blvd Las Vegas, NV 89118 (702) 629-1886 December 20, 2018 Jonathan Bonnette, President Grow Capital, Inc. Re: Fee Agreement Gentlemen, Set forth below are the terms and conditions regarding compensation for services to be provided during calendar year 2019, and the fee arrangement for services to be provided by my firm to Grow Capital, Inc., its subsidiaries and affil

February 1, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2019 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other Jurisdiction of Incorporation or organization) (

November 19, 2018 10-Q

GRWC / Grow Condos, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CONDOS, INC

November 14, 2018 NT 10-Q

GRWC / Grow Condos, Inc. NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 000-53548 CUSIP NUMBER: 399819 200 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition R

October 12, 2018 10-K

GRWC / Grow Condos, Inc. 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2018 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission File Number: 000-53548 GROW CONDOS, INC. (Exact n

September 28, 2018 NT 10-K

GRWC / Grow Condos, Inc. NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399819 200 (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: June 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on

September 28, 2018 NT 10-Q

GRWC / Grow Condos, Inc. NT 10-Q

NT 10-Q 1 grwcnt10q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399819 200 (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: June 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on For

September 11, 2018 DEF 14C

GRWC / Grow Condos, Inc. DEF 14C

DEF 14C 1 grwcdef14c.htm DEF 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ]Preliminary Information Statement [ ]Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X]Definitive Information Statement

September 5, 2018 PRER14C

GRWC / Grow Condos, Inc. PRER 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION (Revision No. 1) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Information Statement GROW CONDOS,

September 5, 2018 CORRESP

GRWC / Grow Condos, Inc. CORRESP

Gary R Gary R. Henrie Attorney at Law (Licensed in Utah and Nevada) P.O. Box 107 Telephone: 801-310-1419 Nauvoo, IL 62354 E-mail: [email protected] September 4, 2018 Via EDGAR THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Division of Corporation Finance Office of Telecommunications Washington, D.C. 20549 Re: Grow Condos, Inc. Preliminary Information Statement on Schedule 14C Filed August 1

August 13, 2018 PRE 14C

GRWC / Grow Condos, Inc. PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X]Preliminary Information Statement [ ]Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ]Definitive Information Statement GROW CONDOS, INC. (Name of Regist

July 20, 2018 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2018 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 000-53548 (Commission File

June 1, 2018 10-Q

GRWC / Grow Condos, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CONDOS, INC. (E

May 21, 2018 10-Q

GRWC / Grow Condos, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CONDOS, INC.

May 15, 2018 NT 10-Q

GRWC / Grow Condos, Inc. NT 10-Q

U UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 399819 200 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: March 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report

May 4, 2018 10-Q

GRWC / Grow Condos, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to 000-53548 Commission File Number GROW CONDOS, INC

April 25, 2018 10-K/A

GRWC / Grow Condos, Inc. 10-K/A (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Amendment No. 1) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2017 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission File Number: 000-53548 GROW CON

April 24, 2018 10-K

GRWC / Grow Condos, Inc. 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2017 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission File Number: 000-53548 GROW CONDOS, INC. (Exact n

September 18, 2017 SC 13G

GRWC / Grow Condos, Inc. / Tangiers Global, LLC - SC 13G Passive Investment

SC 13G 1 v475363sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. ) * Grow Condos, Inc. (Name of issuer) Common Stock. $0.001 value per share (Title of class of securities) 399819200 (CUSIP number) September 14, 2017 (Date of Event Which Requires filing of this Statement) Check the appropri

September 6, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported):August 31, 2017 GROW CONDOS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction of incorporation) (Commission

September 6, 2017 EX-99.1

EX-99.1

May 22, 2017 10-Q

GRWC / Grow Condos, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number: 000-53548 GROW CONDO

May 15, 2017 NT 10-Q

Grow Condos NT 10-Q

EFactor Form 8-K (7/14 - Board Change) (00308040).DOCX UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ?

March 14, 2017 8-K

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 9, 2017 GROW CONDOS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction of incorporation) (Commission F

March 13, 2017 EX-99.1

Grow Condos, Inc., Closes Acquisition Lake Selmac Resort & RV Park Grow Condos Officially Secures First Smoke on the Water Cannabis Friendly Campground

Exhibit 99.1 Grow Condos, Inc., Closes Acquisition Lake Selmac Resort & RV Park Grow Condos Officially Secures First Smoke on the Water Cannabis Friendly Campground EAGLE POINT, OR-(Marketwired ? March 13, 2017) - Grow Condos, Inc. (OTCQB: GRWC ) , a fully reporting publicly traded company specialized in cannabis industry related "Condo" style real estate and turn-key grow facilities, is pleased t

March 13, 2017 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 7, 2017 GROW CONDOS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction of incorporation) (Commission F

March 6, 2017 EX-99.1

Grow Condos, Inc. Appoints Industry Veteran, Charles B. Mathews, CPA, as Corporate Chief Financial Officer

Exhibit 99.1 Grow Condos, Inc. Appoints Industry Veteran, Charles B. Mathews, CPA, as Corporate Chief Financial Officer EAGLE POINT, OR-(Marketwired ? March 6, 2017) - Grow Condos, Inc. (OTCQB: GRWC ) , a fully reporting publicly traded company specialized in cannabis industry related "Condo" style real estate and turn-key grow facilities, is pleased to announce the appointment of seasoned industr

March 6, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 1, 2017 GROW CONDOS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction of incorporation) (Commission F

February 10, 2017 10-Q

Grow Condos 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2016 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to GROW CONDOS, INC. (Exact name of registrant as sp

January 30, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported):January 20,2017 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 000-53548 (Commission Fi

December 23, 2016 8-K/A

Financial Statements and Exhibits

8-K/A 1 grow8k12232016.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K/A-1 CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2016 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or

November 11, 2016 10-Q

Grow Condos 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2016 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to GROW CONDOS, INC. (Exact name of registrant as spe

October 24, 2016 EX-16.1

Scrudato & Co., PA

Exhibit 16.1 Scrudato & Co., PA CERTIFIED PUBLIC ACCOUNTING FIRM October 18, 2016 Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549-6561 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated October 17, 2016 of Grow Condos, Inc. and are in agreement with the statements contained therein, except for paragraph 5, for which we have no basis to agree or disagree wi

October 24, 2016 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2016 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 000-53548 (Commission

September 27, 2016 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2016 [ ] TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2016 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission File Number: 000-53548 GROW CONDOS, INC. (Exact

September 13, 2016 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2016 [ ] TRANSITION REPORT PURSUANT TO SECT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2016 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission File Number: 000-53548 GROW CONDOS, INC. (Exact n

May 16, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2016 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to GROW CONDOS, INC. (Exact name of registrant as speci

April 19, 2016 EX-10.1

INVESTMENT AGREEMENT

Exhibit 10.1 INVESTMENT AGREEMENT This INVESTMENT AGREEMENT (the "Agreement"), dated as of April 4, 2016 (the "Execution Date"), is entered into by and between GROW CONDOS, INC. (the "Company"), a NEVADA corporation, with its principal executive offices at 722 W. Dutton Road, Eagle Point, OR 97524, and Tangiers Global, LLC (the "Investor"), a Wyoming limited liability company, with its principal e

April 19, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2016 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 000-53548 (Commission Fi

April 19, 2016 EX-10.2

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of March , 2016 (the "Execution Date"), is entered into by and between GROW CONDOS, INC. (the "Company"), a Nevada corporation, with its principal executive offices at 722 W. Dutton Road, Eagle Point, OR 97524, and Tangiers Global, LLC (the "Investor"), a Wyoming limited liability company, wit

February 16, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: December 31, 2015 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to GROW CONDOS, INC. (Exact name of registrant as sp

January 25, 2016 EX-4.1

GROW CONDOS, INC. 2015 EQUITY INCENTIVE PLAN Adopted December 3, 2015

EX-4.1 2 equityplan.htm 2015 EQUITY INCENTIVE PLAN GROW CONDOS, INC. 2015 EQUITY INCENTIVE PLAN Adopted December 3, 2015 1. Purposes of the Plan . The purposes of the Grow Condos, Inc. 2015 Equity Incentive Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors, and Consultants, and to promote

January 25, 2016 EX-4.2

GROW CONDOS, INC. 2015 STOCK PLAN Adopted December 3, 2015

EX-4.2 3 stockplan.htm 2015 STOCK PLAN GROW CONDOS, INC. 2015 STOCK PLAN Adopted December 3, 2015 1. Purposes of the Plan . The purpose of the Grow Condos, Inc.’s 2015 Stock Plan is to allow the Company to compensate Employees and Consultants from time to time by issuing to them Shares of Company Common Stock in return for services provided to the Company rather than compensating them in cash and

January 25, 2016 EX-4.3

EXCERPTS FROM THE BYLAWS OF GROW CONDOS, INC. DEALING WITH SHAREHOLDER RIGHTS ARTICLE II

bylawexcerpts.htm EXCERPTS FROM THE BYLAWS OF GROW CONDOS, INC. DEALING WITH SHAREHOLDER RIGHTS ARTICLE II SHAREHOLDERS Section 2.1 Annual Shareholder Meeting. The annual meeting of the shareholders shall be held within 150 days of the close of the corporation's fiscal year, at a time and date as is determined by the corporation's board of directors, for the purpose of electing directors and for t

January 25, 2016 S-8 POS

Grow Condos GRWC S-8 POST EFFECTIVE AMENDMENT 1

S-8 POS 1 grwcseightpos.htm GRWC S-8 POST EFFECTIVE AMENDMENT 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 (Post-effective Amendment 1) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GROW CONDOS, INC. (Exact name of registrant as specified in its charter) Nevada 86-0970023 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer

December 11, 2015 S-8

Grow Condos GRWC S-8 DEC 2015

grwcseight.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GROW CONDOS, INC. (Exact name of registrant as specified in its charter) Nevada 86-0970023 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 722 W. Dutton Road Eagle Point, OR 97524 (Address of P

November 16, 2015 EX-10.2

EMPLOYMENT AGREEMENT

EX-10.2 3 exhibittentwo.htm EX 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) between Grow Condos, Inc. (Grow Condos), along with its successors and/or assigns, (the “Company”) and Joann Z Cleckner (the “Employee”) is entered into and dated as of November 1, 2015 (the “Effective Date”). A. Employee currently serves as Chief Financial Officer of the Company. B. The Company a

November 16, 2015 EX-10.1

EXECUTIVE EMPLOYMENT AGREEMENT

EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?), dated as of 1 November 2015, (the ?Effective Date?) is made and entered by and between Grow Condos, Inc.

November 16, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2015 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to GROW CONDOS, INC. (Exact name of registrant as spe

October 20, 2015 DEF 14C

Grow Condos DEFINITIVE SCHEDULE 14C

DEF 14C 1 growcondos14c10192015.htm DEFINITIVE SCHEDULE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Amendment Number One to Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Proxy Statement

October 15, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2015 [ ] TRANSITION REPORT PURSUANT TO SECT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: June 30, 2015 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: Commission File Number: 000-53548 GROW CONDOS, INC. (Exact n

October 6, 2015 PRER14C

Grow Condos 14C AMENDMENT 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Amendment Number One to Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permit

September 29, 2015 8-K

Grow Condos GRWC 8-K DIRECTOR CHANGE (Current Report/Significant Event)

grwceightkdirectorchange.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2015 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organ

September 28, 2015 NT 10-K

Grow Condos GRWC 10K NT 2015

grwctenknt.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 10 7 (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: June 30, 2015 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Tran

September 23, 2015 EX-16.1

EX-16.1

auditorletter.htm Please see PDF for document reference.

September 23, 2015 8-K

Grow Condos GRWC 8-K AUDITOR CHANGE (Current Report/Significant Event)

grwceightkauditorchange.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2015 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organi

September 23, 2015 EX-16.1

Grow Condos AUDITOR LETTER

Item 16.1 September 23, 2015 Securities and Exchange Commisison 100 F. Street, N.E. Washington, D.C. 20549-6561 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated September 23, 2015, of Grow Condos, Inc. and are in agreement with the statements contained therein, except for paragraph 5, for which we have no basis to agree or disagree with the statements of the registrant contained ther

August 10, 2015 8-K

Grow Condos GRWC 8-K DEPARTURE OF DIRECTOR (Current Report/Significant Event)

grwceightkfivetwo.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2015 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 00

July 22, 2015 PRE 14C

Grow Condos GRWC PRE 14C (INCREASE AUTHORIZED STOCK)

grwcprefourteenc.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted

May 19, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 ( d ) OF THE EXCHANGE ACT For the transition period from to Commission File No. 000-53548 GROW CONDOS, INC. (Exact name of Registrant as s

May 18, 2015 NT 10-Q

Grow Condos GROW CONDOS 10Q NT FOR MAR 31, 2015

growcondostenqnt.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 10 7 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: March 31, 2015 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [

February 17, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2014 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 ( d ) OF THE EXCHANGE ACT For the transition period from to Commission File No. 000-53548 GROW CONDOS, INC. (Exact name of Registrant a

November 14, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2014 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to GROW CONDOS, INC. (Exact name of registrant as spe

November 12, 2014 8-K

8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2014 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 000-53548 (Commission

October 21, 2014 EX-99

Dan Rogers Joins Grow Condos, Inc. Board of Directors

Dan Rogers Joins Grow Condos, Inc. Board of Directors Eagle Point, Oregon., October 21, 2014/PRNewswire-FirstCall/ - Grow Condos, Inc. located in Eagle Point, Oregon, a leading provider of “Condominium” style warehouse space for the emerging cannabis industry announces that Dan Rogers Chief Financial Officer of CannaSys, Inc. was elected to Grow Condos, Inc. board of directors. During the past fou

October 21, 2014 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 21, 2014 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 000-53548 (Commission

October 15, 2014 10-KT

GRWC / Grow Condos, Inc. 10-KT - - GRWC 10K AMENDMENT 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) [ ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: or [X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from January 1, 2014, to June 30, 2014 Commission File Numbe

October 15, 2014 EX-99

Fanatic Fans, Inc. Changes Name to Grow Condos, Inc. along with New OTCBB Stock Symbol and Corporate Business Address

Fanatic Fans, Inc. Changes Name to Grow Condos, Inc. along with New OTCBB Stock Symbol and Corporate Business Address Phoenix, Ariz., October 8, 2014/PRNewswire-FirstCall/ - Fanatic Fans, Inc., f/k/a/ Calibrus, Inc. a leading provider of “Condominium” style warehouse space for the growing cannabis industry announces its name has changed to Grow Condos, Inc. In connection with the name change Grow

October 15, 2014 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2014 Grow Condos, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 8, 2014 Grow Condos, Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 000-53548 (Commission F

October 15, 2014 EX-3

EX-3

Please see pdf for document reference.

October 15, 2014 EX-3

EX-3

October 14, 2014 EX-99

NASDAQ Rule 4200(a)(15)

Exhibit 99 NASDAQ rule used by the Company to determine whether a director is independent.

October 14, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [ ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: [X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [ ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: or [X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from January 1, 2014, to June 30, 2014 Commission File Number: 000-53548 GROW CO

September 29, 2014 NT 10-K

GRWC / Grow Condos, Inc. NT 10-K - - GROW CONDOS 10K NT JUNE 30, 2014

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 10 7 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ]Form N-CSR For Period Ended: [X] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [

September 15, 2014 EX-99.1

WCS ENTERPRISES, LLC (a wholly-owned subsidiary of Fanatic Fans Inc.) FINANCIAL STATEMENTS As of June 30, 2014 and for the period from the Date of Inception (September 9, 2013) through June 30, 2014 Report of Independent Registered Public Accounting

WCS ENTERPRISES, LLC (a wholly-owned subsidiary of Fanatic Fans Inc.) FINANCIAL STATEMENTS As of June 30, 2014 and for the period from the Date of Inception (September 9, 2013) through June 30, 2014 Report of Independent Registered Public Accounting Firm Member of WCS Enterprises, LLC (a wholly-owned subsidiary of Fanatic Fans Inc.) We have audited the accompanying balance sheet of WCS Enterprises

September 15, 2014 EX-99.2

FANATIC FANS INC. and WCS ENTERPRISES, LLC UNAUDITED CONDENSED COMBINED PROFORMA BALANCE SHEET

FANATIC FANS INC. and WCS ENTERPRISES, LLC UNAUDITED CONDENSED COMBINED PROFORMA BALANCE SHEET ASSETS Historical WCS Pro forma Fanatic Fans Inc. Enterprises, LLC Pro forma Combined June 30, 2014 June 30, 2014 Adjustments June 30, 2014 (Unaudited) (Unaudited) (Unaudited) Current Assets Cash and cash equivalents $ 76,774 $ 78,379 $ 155,153 Lease receivable - 950 950 Prepaid expenses - 404 404 Total

September 15, 2014 8-K/A

8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2014 Fanatic Fans Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization)

August 14, 2014 8-K

Current Report

8-K 1 fanaticfanseightkfiscalch.htm FANATIC FANS 8-K CHANGE OF FISCAL YR END UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2014 Fanatic Fans Inc. (Exact name of Registrant as specified in its charter) Nevada (State or

August 5, 2014 CORRESP

GRWC / Grow Condos, Inc. CORRESP - -

Telephone: (801) 310-1419 E-mail: [email protected] 486 W. 1360 N. American Fork, UT 84003 Gary R. Henrie Attorney at Law August 4, 2014 Mr. Larry Spirgel Assistant Director Division of Corporation Finance Securities and Exchange Commission Washington, D.C. 20549 Re: Fanatic Fans Inc. (f/k/a Calibrus, Inc.) (the “Company”) Form 8-K Filed July 7, 2014 File No. 000-53548 Dear Mr. Spirgel: This lett

July 22, 2014 8-K

8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2014 Fanatic Fans Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 000-53548 (Commission Fil

July 22, 2014 EX-99.1

Fanatic Fans, Inc. Announces Acquisition of WCS Enterprises, LLC and Appointment of New Officers and Business Direction

Fanatic Fans, Inc. Announces Acquisition of WCS Enterprises, LLC and Appointment of New Officers and Business Direction Phoenix, Ariz., July 22, 2014/PRNewswire-FirstCall/ - Fanatic Fans, Inc., f/k/a/ Calibrus, Inc. located in Tempe, Arizona, a development company in Social Media and Mobile Applications announces its acquisition of WCS Enterprises, LLC (“WCS”) a leading provider of “Condominium” s

July 7, 2014 8-K

8-K, 8-K, 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2014 Fanatic Fans Inc. (Exact name of Registrant as specified in its charter) Nevada (State or other Jurisdiction of Incorporation or organization) 000-53548 (Commission Fil

July 7, 2014 EX-10.1

EXCHANGE AGREEMENT by and between FANATIC FANS, INC. WCS ENTERPRISES, LLC. Wayne A. Zallen David Tobias Carl Sanko Dated as of June 30, 2014

EXCHANGE AGREEMENT by and between FANATIC FANS, INC. and WCS ENTERPRISES, LLC. and Wayne A. Zallen David Tobias Carl Sanko Dated as of June 30, 2014 - 1 - EXCHANGE AGREEMENT dated as of June 30, 2014 (this “Agreement”) between Fanatic Fans, Inc., a Nevada corporation (“Company”), WCS Enterprises, LLC, an Oregon limited liability company (“WCS”) and Wayne A. Zallen, David Tobias and Carl Sanko (the

May 15, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to CALIBRUS, INC. (Exact name of registrant as specifie

April 15, 2014 EX-31.02

Certification of Principal Financial Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002)

Exhibit 31.02 Certification of Principal Financial Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002) I, Kevin Asher, certify that: 1. I have reviewed this annual report on Form 10-K of Calibrus, Inc.; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement

April 15, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53548 Calibrus, Inc.

April 15, 2014 EX-31.01

Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002)

Exhibit 31.01 Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002) I, Jeff W. Holmes, certify that: 1. I have reviewed this annual report on Form 10-K of Calibrus, Inc.; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statem

April 15, 2014 EX-32.01

Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002)

EXHIBIT 32.01 Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002) Jeff W. Holmes, Chief Executive Officer, and Kevin Asher, Principal Accounting Officer, of Calibrus, Inc. (the "Registrant") do hereby 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

March 31, 2014 NT 10-K

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 107 (Check One) x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR o Form N-CSR For the Period Ended December 31, 2013. o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition

November 19, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2013 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to CALIBRUS, INC. (Exact name of registrant as specif

November 14, 2013 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 107 (Check One) o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For the Period Ended September 30, 2013. o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transitio

August 19, 2013 10-Q

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to CALIBRUS, INC. (Exact name of registrant as specified

August 14, 2013 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 107 (Check One) o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For the Period Ended June 30, 2013. o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Rep

July 9, 2013 EX-2.1

ASSET PURCHASE AGREEMENT

Exhibit 2.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (the “Agreement”) dated June , 2013 (the “Effective Date”), is between CALIBRUS, INC., a Nevada corporation (“Seller”), and CALIBRUS CALL CENTER SERVICES, LLC, an Arizona limited liability company (“Buyer”). RECITALS A. Seller operates a call center services business located in Tempe, Arizona (the “Business”). B. Buyer desires to p

July 9, 2013 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 30, 2013 Calibrus, Inc. (Exact name of registrant as specified in its charter) Nevada State or other jurisdiction of incorporation) 000-53548 (Commission File Number) 86-0970023 (

May 17, 2013 10-Q

UNITED STATES

10-Q 1 calibrus10q03312013.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to CALIBRUS, INC. (

May 15, 2013 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 107 (Check One) o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For the Period Ended March 31, 2013. o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Re

April 26, 2013 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 April 22, 2013 (Date of Report: Date of earliest event reported) Calibrus, Inc. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction (Commission File Number) (IRS Employer ID

April 24, 2013 EX-32.01

Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002)

EXHIBIT 32.01 Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002) Jeff W. Holmes, Chief Executive Officer, and Kevin Asher, Principal Accounting Officer, of Calibrus, Inc. (the "Registrant") do hereby 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

April 24, 2013 EX-31.01

Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002)

Exhibit 31.01 Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002) I, Jeff W. Holmes, certify that: 1. I have reviewed this annual report on Form 10-K of Calibrus, Inc.; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statem

April 24, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 [ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53548 Calibrus, Inc.

April 24, 2013 EX-31.02

Certification of Principal Financial Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002)

Exhibit 31.02 Certification of Principal Financial Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002) I, Kevin Asher, certify that: 1. I have reviewed this annual report on Form 10-K of Calibrus, Inc.; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement

April 1, 2013 NT 10-K

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 107 (Check One) x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR o Form N-CSR For the Period Ended December 31, 2012. o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition

November 19, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to CALIBRUS, INC. (Exact name of registrant as spec

November 14, 2012 NT 10-Q

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 107 (Check One) o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For the Period Ended September 30, 2012. o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transitio

September 13, 2012 8-K

- CALIBRUS 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2012 CALIBRUS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction of incorporation) (Commission File Num

August 28, 2012 8-K

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders - 8-K 8-22-2012

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2012 CALIBRUS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction of incorporation) (Commission File Numbe

August 20, 2012 10-Q/A

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to CALIBRUS, INC. (Exact name of regis

August 14, 2012 10-Q

UNITED STATES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to CALIBRUS, INC. (Exact name of registrant as specified

July 31, 2012 DEF 14A

- DEFINITIVE PROXY STATEMENT

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive Proxy Statement [ ] Definitive Additional Materials [ ] Soliciting material pursuant to Rule 14a-11(c) or 14a-12 CALIBRUS, INC.

July 25, 2012 PRER14A

- PRELIMINARY PROXY STATEMENT

SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

July 25, 2012 CORRESP

-

Ms. Celeste M. Murphy Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Calibrus, Inc. Preliminary Proxy Statement on Schedule 14A Filed July 13, 2012 File No. 000-53548 Dear Ms. Murphy: We have reviewed your July 24, 2012 comment letter (the “Comment Letter”) regarding the preliminary proxy statement on Schedule 14A (the “Prelimi

July 13, 2012 PRE 14A

- PRELIMINARY PROXY STATEMENT

PRE 14A 1 calibruspre14a.htm PRELIMINARY PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive Prox

June 21, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2012 CALIBRUS, INC. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction of incorporation) (Commission File Number)

June 21, 2012 EX-99.1

CALIBRUS, INC. AGREES TO SELL ITS THIRD PARTY VERIFICATION BUSINESS

Exhibit 99.1 CALIBRUS, INC. AGREES TO SELL ITS THIRD PARTY VERIFICATION BUSINESS TEMPE, ARIZ. June 21, 2012 - Calibrus, Inc. (CALB), which specializes in social media, mobile applications and hosted business solutions, announced today that it entered into an asset purchase agreement (the “Agreement”) with Calibrus Hosted Business Solutions, LLC, a newly formed Arizona limited liability company (th

June 21, 2012 EX-10.1

ASSET PURCHASE AGREEMENT

Exhibit 10.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (the “Agreement”) dated June 15, 2012 (the “Effective Date”), is between CALIBRUS, INC., a Nevada corporation (“Seller”), and CALIBRUS HOSTED BUSINESS SOLUTIONS, LLC, an Arizona limited liability company (“Buyer”). RECITALS A. Seller operates a third party verification business located in Tempe, Arizona (the “Business”). B. Buyer

May 15, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ——————— CALIBRUS, INC. (Exact name o

April 16, 2012 EX-32.01

Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002)

EXHIBIT 32.01 Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 906 of the Sarbanes-Oxley Act of 2002) Jeff W. Holmes, Chief Executive Officer, and Kevin Asher, Principal Accounting Officer, of Calibrus, Inc. (the "Registrant") do hereby 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

April 16, 2012 EX-31.01

Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002)

Exhibit 31.01 Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002) I, Jeff W. Holmes, certify that: 1. I have reviewed this annual report on Form 10-K of Calibrus, Inc.; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statem

April 16, 2012 EX-31.02

Certification of Principal Financial Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002)

Exhibit 31.02 Certification of Principal Financial Officer Pursuant to 18 U.S.C. 1350 (Section 302 of the Sarbanes-Oxley Act of 2002) I, Kevin Asher, certify that: 1. I have reviewed this annual report on Form 10-K of Calibrus, Inc.; 2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement

April 16, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53548 Calibrus, Inc. (Ex

March 30, 2012 NT 10-K

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 107 (Check One) x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR o Form N-CSR For the Period Ended December 31, 2009. o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition

February 21, 2012 8-K

- 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 January 20, 2012 (Date of Report: Date of earliest event reported) Calibrus, Inc. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction (Commission File Number) (IRS Employer

January 13, 2012 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q/A Amendment No. 1 ——————— x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ——————— CALIBR

November 17, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2011 or o TRANSITION REPORT PURS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ——————— CALIBRUS, INC. (Exact na

November 14, 2011 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-53548 CUSIP NUMBER 12989A 107 (Check One) o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form N-SAR o Form N-CSR For the Period Ended September 30, 2011. o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transitio

November 7, 2011 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 7, 2011 (Date of Report: Date of earliest event reported) Calibrus, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 7, 2011 (Date of Report: Date of earliest event reported) Calibrus, Inc. (Exact name of registrant as specified in its charter) Nevada 000-53548 86-0970023 (State or other jurisdiction (Commission File Number) (IRS Employer

October 7, 2011 EX-10.11

Date: ______________ Amount: $_______(U.S.) CALIBRUS, INC. CONVERTIBLE DEBENTURE BEARING INTEREST AT 12% PER ANNUM

Date: Amount: $(U.S.) CALIBRUS, INC. SPECIMEN CONVERTIBLE DEBENTURE BEARING INTEREST AT 12% PER ANNUM THIS DEBENTURE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE TRANSFERRED OR SOLD IN THE ABSENCE OF AN EFFECTIVE REGISTRATION OR OTHER COM

October 7, 2011 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53548

October 7, 2011 EX-10.12

CALIBRUS, INC. SERIES 2010-B COMMON STOCK PURCHASE WARRANT EXERCISABLE FOR THREE YEARS FROM DATE OF ISSUE

Date: , 2010 CALIBRUS, INC. SPECIMEN SERIES 2010-B COMMON STOCK PURCHASE WARRANT EXERCISABLE FOR THREE YEARS FROM DATE OF ISSUE THIS COMMON STOCK PURCHASE WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THIS COMMON STOCK PURCHASE WARRANT HAS BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE TRANSFERRED O

October 7, 2011 CORRESP

-

CALIBRUS, INC. 1225 WEST WASHINGTON STREET SUITE 213 TEMPE, ARIZONA 85281 October 7, 2011 Larry Spirgel, Assistant Director United States Securities and Exchange Commission Division of Corporate Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Calibrus, Inc. File No. 000-53548 Dear Mr. Spirgel, To assist the staff of the Commission in completing its review of the above referenced filing, the

September 23, 2011 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 23, 2011 (Date of Report: Date of earliest event reported) Calibrus, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 23, 2011 (Date of Report: Date of earliest event reported) Calibrus, Inc. (Exact name of registrant as specified in its charter) Nevada 000-53408 86-0970023 (State or other jurisdiction (Commission File Number) (IRS Employe

September 23, 2011 EX-99.1

FANATIC FANS, REWARD-BASED APP. ANNOUNCES PARTNERSHIP WITH SUN DEVIL ATHLETICS ASU Athletics Joins Geo-Location Based Smartphone Application to Expand New User Awareness, Fan-Based Participation

Exhibit 99.1 – Press Release FANATIC FANS, REWARD-BASED APP. ANNOUNCES PARTNERSHIP WITH SUN DEVIL ATHLETICS ASU Athletics Joins Geo-Location Based Smartphone Application to Expand New User Awareness, Fan-Based Participation TEMPE, ARIZ. September 23, 2011– Fanatic Fans, a sub-development of Calibrus, Inc., a company specializing in social media, mobile applications and third party verification ser

September 12, 2011 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 12, 2011 (Date of Report: Date of earliest event reported) Calibrus, Inc. (Exact name of registrant as specified in its charter) Nevada 000-53408 86-0970023 (State or other jurisdiction (Commission File Number) (IRS Employe

September 12, 2011 EX-99.1

CALIBRUS, INC. AND FANATIC FANS REWARD-BASED APP, ANNOUNCES PARTNERSHIP WITH GRAND CANYON UNIVERSITY Grand Canyon University Joins Geo-Location Based Smartphone Application to Expand Valley Presence, Welcome Fans to New Arena

Exhibit 99.1 – Press Release CALIBRUS, INC. AND FANATIC FANS REWARD-BASED APP, ANNOUNCES PARTNERSHIP WITH GRAND CANYON UNIVERSITY Grand Canyon University Joins Geo-Location Based Smartphone Application to Expand Valley Presence, Welcome Fans to New Arena TEMPE September 12, 2011 – Fanatic Fans, a sub-development of Calibrus, Inc., a company specializing in social media, mobile applications as well

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