Kevin Patrick O'Brien, Chief Financial Officer of Hydrofarm Holdings Group, Inc. (NASDAQ:HYFM), filed a Form 4 on October 29, 2026, disclosing the acquisition of common stock and common stock purchase warrants on October 27, 2026, pursuant to a Securities Purchase Agreement approved by the company's board of directors.

Key Highlights

  • Shares acquired: O'Brien received a total of 55,248 shares of Common Stock, $0.0001 par value per share, at a price of $0.905 per share.
  • Breakdown of shares: The 55,248 shares consisted of 9,593 shares issued in a registered direct offering and 45,655 shares issued in a concurrent private placement, according to the filing.
  • Warrants issued: O'Brien also received 55,248 accompanying common stock purchase warrants (Common Warrants) exercisable on a one-for-one basis at $0.78 per share of Common Stock.
  • Warrant terms: The Common Warrants expire five and a half years following the date of issuance and are subject to a 9.99% beneficial ownership cap on exercise, as disclosed in the filing.
  • Resulting ownership: Following the transaction, O'Brien directly beneficially owns 68,470 shares of Common Stock.
  • Board approval: According to the filing, the transaction was approved by the issuer's board of directors in accordance with Rule 16b-3.

O'Brien's Participation in Hydrofarm's October 2026 Securities Purchase Agreement

According to the Form 4 filed with the SEC, on October 27, 2026, Hydrofarm Holdings Group, Inc. entered into a Securities Purchase Agreement with multiple purchasers, including CFO Kevin Patrick O'Brien. The filing states that pursuant to the agreement, the issuer sold O'Brien 9,593 shares of Common Stock in a registered direct offering and 45,655 shares of Common Stock in a concurrent private placement, for a combined total of 55,248 shares at $0.905 per share. Following these acquisitions, O'Brien's direct beneficial ownership stands at 68,470 shares of Common Stock.

Alongside the common stock, the filing reports that O'Brien received 55,248 Common Warrants in the private placement. The warrants carry an exercise price of $0.78 per share and may be exercised on a one-for-one basis for shares of Common Stock. The filing notes that exercise is subject to a limitation: O'Brien may not exercise the warrants to the extent doing so would cause his beneficial ownership, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, to exceed 9.99% of the outstanding shares of Common Stock. The warrants are reported to expire five and a half years from the date of issuance.

The filing specifies that the transaction was approved by the issuer's board of directors in accordance with Rule 16b-3. O'Brien's relationship to the issuer is identified in the filing solely as an officer holding the title of Chief Financial Officer. The Form 4 was signed by Kevin Patrick O'Brien and dated October 29, 2026.

What Was Disclosed

Hydrofarm Holdings Group's CFO disclosed acquiring 55,248 shares of Common Stock at $0.905 per share and 55,248 Common Warrants at a $0.78 exercise price, resulting in direct beneficial ownership of 68,470 shares, through a board-approved Securities Purchase Agreement dated October 27, 2026.