Washington, D.C. 20549








Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934




Date of Report (Date of earliest event reported): April 26, 2017



(Exact Name of Registrant as Specified in Charter)


Nevada   000-55097   33-1219445
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)


3100 Donald Douglas Loop North

Santa Monica, California

(Address of principal executive offices)   (Zip Code)


Registrant’s telephone number, including area code: (310) 751-7510



(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 CFR 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))







Item 3.02 Unregistered Sales of Equity Securities


On April 26, 2017, Rightscorp, Inc. (the “Company”) issued an aggregate of 2,500,000 shares of common stock to an investor in exchange for a purchase price of one hundred thousand dollars ($100,000), or $0.04 per share.


In connection with the foregoing, the Company relied upon the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, for transactions not involving a public offering.







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


Date: May 1, 2017 RIGHTSCORP, INC.  
  By: /s/ Cecil Kyte
  Name: Cecil Kyte
  Title: Chief Executive Officer