FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Merida Capital Partners, LP
2. Date of Event Requiring Statement (Month/Day/Year)
11/21/2019
3. Issuer Name and Ticker or Trading Symbol
GrowGeneration Corp. [GRWG]
(Last)
(First)
(Middle)
641 LEXINGTON AVENUE, 18TH FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10022
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 1,838,029
D (1)
 
Common Stock 1,372,957
D (2)
 
Common Stock 483,871
D (3)
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants 02/06/2017 02/05/2022 Common Stock 62,500 $ 2.75 D (1)  
Warrants 02/07/2017 02/06/2022 Common Stock 187,500 $ 2.75 D (1)  
Warrants 02/13/2017 02/12/2022 Common Stock 137,500 $ 2.75 D (1)  
Warrants 03/10/2017 03/09/2022 Common Stock 187,500 $ 2.75 D (1)  
Warrants 04/03/2017 04/02/2022 Common Stock 150,000 $ 2.75 D (1)  
Warrants 05/12/2017 05/12/2022 Common Stock 250,000 $ 2.75 D (1)  
Warrants 05/24/2019 05/23/2022 Common Stock 80,645 $ 3.5 D (2)  
Warrants 05/24/2019 05/23/2022 Common Stock 241,936 $ 3.5 D (3)  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Merida Capital Partners, LP
641 LEXINGTON AVENUE
18TH FLOOR
NEW YORK, NY 10022
    X    
Merida Capital Partners II LP
641 LEXINGTON AVENUE
18TH FLOOR
NEW YORK, NY 10022
    X    
Merida Capital Partners III LP
641 LEXINGTON AVENUE
18TH FLOOR
NEW YORK, NY 10022
    X    

Signatures

/s/ Mitchell Baruchowitz, Manager of Merida Manager, LLC, the general partner of Merida Capital Partners, LP 11/21/2019
**Signature of Reporting Person Date

/s/ Mitchell Baruchowitz, Manager of Merida Manager II LLC, the general partner of Merida Capital Partners II LP 11/21/2019
**Signature of Reporting Person Date

/s/ Mitchell Baruchowitz, Manager of Merida Manager III LLC, the general partner of Merida Capital Partners III LP 11/21/2019
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These securities are owned solely by Merida Capital Partners LP ("Merida I"), who may be deemed to be a member of a "group" with Merida Capital Partners II LP ("Merida II") and Merida Capital Partner s III LP ("Merida III") for purposes of Section 13(d) of the Exchange Act. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Act"), the reporting person disclaims beneficial ownership of any securities reported herein, except to the extent that the reporting person has a pecuniary interest therein. This report shall not be deemed an admission that such reporting person is the beneficial owner of any securities not directly owned by such reporting person.
(2) These securities are owned solely by Merida II, who may be deemed to be a member of a "group" with Merida I and Merida III for purposes of Section 13(d) of the Exchange Act. Pursuant to Rule 16a-1(a)(4) under the Act, the reporting person disclaims beneficial ownership of any securities reported herein, except to the extent that the reporting person has a pecuniary interest therein. This report shall not be deemed an admission that such reporting person is the beneficial owner of any securities not directly owned by such reporting person.
(3) These securities are owned solely by Merida III, who may be deemed to be a member of a "group" with Merida I and Merida II for purposes of Section 13(d) of the Exchange Act. Pursuant to Rule 16a-1(a)(4) under the Act, the reporting person disclaims beneficial ownership of any securities reported herein, except to the extent that the reporting person has a pecuniary interest therein. This report shall not be deemed an admission that such reporting person is the beneficial owner of any securities not directly owned by such reporting person.

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