Securities Registration (section 12(g)) (8-a12g)
December 29 2017 - 8:07AM
Edgar (US Regulatory)
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 (g) OF THE SECURITIES EXCHANGE ACT 1934
PROVISION HOLDING, INC.
(Exact name of registrant as specified in its
charter)
Nevada
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333-127347
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20-0754724
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(State or Other Jurisdiction of Incorporation or Organization)
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(Commission File Number)
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(IRS Employer Identification No.)
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9253 Eton Avenue, Chatsworth, California 91311
(Address of principal executive offices) (Zip
Code)
Title of each class
to be registered
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Name of each exchange on which
each class is to be registered
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None
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NA
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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:
333-127347
Securities to be registered
pursuant to Section 12(g) of the Act:
Title of Each Class
To be so Registered
Common Stock, par value $0.001 per share
Item 1. Description of Registrant's Securities to be Registered.
Common Stock
Provision Holding, Inc.’s (the “Company”)
Articles of Incorporation authorize the issuance of 400,000,000 shares of common stock with $0.001 par value (“Common Stock”).
Each record holder of Common Stock is entitled to one vote for each share held in all matters properly submitted to the stockholders
for their vote. Cumulative voting for the election of directors is not permitted by the Company’s By-Laws.
Holders of outstanding shares of Common Stock
are entitled to such dividends as may be declared from time to time by the board of directors out of legally available funds; and,
in the event of liquidation, dissolution or winding up of the Company’s affairs, holders are entitled to receive, ratably,
the net assets of the Company available to stockholders after distribution is made to the preferred stockholders, if any, who are
given preferred rights upon liquidation. Holders of outstanding shares of common stock have no preemptive, conversion or
redemptive rights. To the extent that additional shares of the Company's common stock are issued, the relative interest of
then existing stockholders may be diluted.
Item 2. Exhibits
Exhibit Number
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Description
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3.1
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Articles of Incorporation (incorporated by reference to Form SB-2, as filed with the Securities and Exchange Commission on August 9, 2005)
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3.1.1
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Certificate of Amendment to Articles of Incorporation (incorporated by reference to Form 8-K, as filed with the Securities and Exchange Commission on March 20, 2008)
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3.1.2
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Certificate of Amendment to Articles of Incorporation (incorporated by reference to Form 8-K, as filed with the Securities and Exchange Commission on January 6, 2016)
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3.1.3
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Certificate of Amendment to Articles of Incorporation (incorporated by reference to Form 8-K, as filed with the Securities and Exchange Commission on July 8, 2016)
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3.1.4
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Certificate of Amendment to Articles of Incorporation (incorporated by reference to Form 8-K, as filed with the Securities and Exchange Commission on December 7, 2017)
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3.2
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Restated Bylaws of Provision Holding, Inc. (incorporated by reference to the Form 8-K, as filed with the Securities and Exchange Commission on March 20, 2008)
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SIGNATURES
Pursuant to the requirements of the Securities
and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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PROVISION HOLDING, INC
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Date: December 29, 2017
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By:
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/s/ Mark Leonard
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Mark Leonard
Chief Executive Officer
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