UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR 12(G) OF THE
SECURITIES EXCHANGE ACT OF 1934
INNERSCOPE ADVERTISING AGENCY, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 46-3096516 | |
| (State of incorporation or organization) | (I.R.S. Employer | |
| Identification No.) |
| 2281 Lava Ridge Court, Suite 130 | ||
| Roseville, CA. | 95661 | |
| (Address of principal executive offices) | (Zip Code) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Name of each exchange on which | |
| to be so registered | each class is to be registered | |
| None | N/A |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. ☐
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. ☑
Securities Act registration statement file number to which this form relates: 333-209341
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.001 per share
(Title of Class)
Item 1. Description of Registrant’s Securities to be Registered.
A description of the common stock, par value $0.001 per share (the “Common Stock”), of Innerscope Advertising Agency, Inc., a Nevada corporation (the “Registrant”), to be registered hereunder is set forth under the caption “Description of Securities” in the prospectus included in the Registrant’s Registration Statement on Form S-1 (Registration Statement No. 333-209341) as originally filed with the Securities and Exchange Commission (the “Commission”) on February 2, 2016, as subsequently amended (the “Registration Statement”), and is incorporated herein by reference. In addition, a description of the Common Stock will be included in a prospectus to be subsequently filed by the Registrant with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, relating to the Registration Statement, and such prospectus is incorporated herein by reference.
Item 2. Exhibits.
| Exhibit Number | Description of Exhibit | |||
| 1 | Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 filed on November 2, 2016, on Form 8-K). | |||
| 2 | Bylaws (incorporated by reference to Exhibit 3.2 filed on February 2, 2016 to our Registration Statement on Form S-1 (our “Registration Statement”)). | |||
| 3 | Private Placement Offering Memorandum (incorporated by reference to Exhibit 10.1 filed on February 2, 2016 to our Registration Statement. | |||
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
| INNERSCOPE ADVERTISING AGENCY, INC. | ||
| Date: February 22, 2017 | By: | /s/ Matthew Moore |
| Name: | Matthew Moore | |
| Title: | Chief Executive Officer | |
