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BTCS Inc. Share Issue/Capital Change 2017

Feb 16, 2017

33585_rns_2017-02-16_cca43b1b-76ee-4276-acf8-3774994cb0c7.zip

Share Issue/Capital Change

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8-K 1 form8-k.htm

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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): February 13, 2017

BTCS Inc.

(Exact Name of Registrant as Specified in Charter)

Nevada 000-55141 90-1096644
(State
or other jurisdiction of
incorporation) (Commission File
Number) (IRS
Employer Identification
No.)

| 1901 N Moore St, Suite 700 Arlington,

Virginia 22209
(Address
of principal executive offices) (Zip
Code)

Registrant’s telephone number, including area code: (202) 430-6576

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 DFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On February 13, 2017, BTCS Inc. (the “Company”) filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of Nevada to implement a reverse stock split at a ratio of one-for-60. The reverse stock split became effective immediately. A copy of the Certificate of Amendment is attached hereto as Exhibit 3.1.

On February 15, 2017, the Company’s common stock began trading on the OTCQB under the symbol “BTCSD.” On approximately March 15, 2017, the common stock will resume trading under the symbol “BTCS.”

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

| Exhibit

No. Exhibit
3.1 Certificate
of Amendment filed February 13, 2017

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

| /s/

Charles W. Allen
Charles
W. Allen
Chief
Executive Officer

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