Prospectus Filed Pursuant to Rule 424(b)(3) (424b3)
June 28 2019 - 9:02AM
Edgar (US Regulatory)
Filed
pursuant to Rule 424(b)(3)
Registration
No. 333-231586
BTCS
INC.
PROSPECTUS
SUPPLEMENT
4,374,741
Shares of Common Stock
This
prospectus supplement supplements and amends the prospectus dated May 28, 2019, or the Prospectus, and relates to the sale of
shares of our common stock by the selling shareholder identified in the Prospectus.
This
prospectus supplement should be read in conjunction with the Prospectus. This prospectus supplement is not complete without, and
may not be delivered or utilized except in connection with, the Prospectus.
The
common stock sold in this prospectus supplement involves a high degree of risk. See “Risk Factors” beginning on page
5 of the Prospectus to read about factors you should consider before buying shares of our common stock.
Neither
the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or
determined whether this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
As
of June 27, 2019, BTCS, Inc. (the “Company”) had sold 2,090,914 shares of common stock to the selling shareholder
and issued the selling shareholder 40,547 pro-rata commitment shares in connection with the sales in accordance with the Equity
Line Purchase Agreement (the “Agreement”) a total of 2,131,461 shares were issued to the selling shareholder under
the Agreement. The Company received $695,006 in connection with the sales.
The
date of this prospectus supplement is June 28, 2019