CNAB / United Cannabis Corp. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

United Cannabis Corp.
US ˙ OTC
DENNA SYMBOL ÄR INTE LÄNGRE AKTIV

Grundläggande statistik
CIK 1436161
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to United Cannabis Corp.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
June 30, 2020 SC 13G

CNAB / United Cannabis Corp. / Ambria Investors, LP - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. ) * United Cannabis Corp. (Name of issuer) Common Stock. $0.001 value per share (Title of class of securities) 909747107 (CUSIP number) April 13, 2020 (Date of Event Which Requires filing of this Statement) Check the appropriate box to designate the rule pur

April 24, 2020 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Bankruptcy or Receivership

Current Report 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): April 20, 2020 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-54582 46-5221947 (State or other Jurisdiction (Commission

February 14, 2020 SC 13G/A

CNAB / United Cannabis Corp. / Chrystal Capital Partners Llp - AMENDMENT TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* UNITED CANNABIS CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 909747107 (CUSIP Number) DECEMBER 31, 2019 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to whic

November 14, 2019 10-Q

Quarterly Report - QUARTERLY REPORT

Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582

October 22, 2019 EX-99.1

UNITED CANNABIS ( UCANN ) United Cannabis Corporation Symbol: “CNAB”

EXHIBIT 99 UNITED CANNABIS ( UCANN ) United Cannabis Corporation Symbol: “CNAB” DISCLAIMER This presentation contains projections and other forward - looking statements.

October 22, 2019 8-K

Financial Statements and Exhibits, Other Events

Current Report 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): October 22, 2019 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in its charter) Colorado 000-54582 46-5221947 (State or Other Jurisdiction (Commissi

August 14, 2019 10-Q

CNAB / United Cannabis Corp. 10-Q - Quarterly Report - QUARTERLY REPORT

Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 UNIT

July 15, 2019 SC 13G

CNAB / United Cannabis Corp. / Chrystal Capital Partners Llp - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 UNITED CANNABIS CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 909747107 (CUSIP Number) JULY 3, 2019 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

May 16, 2019 10-Q

CNAB / United Cannabis Corp. 10-Q Quarterly Report QUARTERLY REPORT

Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 UNI

March 28, 2019 EX-10.18

EX-10.18

February 11, 2019 Promissory Note EXHIBIT 10.19

March 28, 2019 EX-10.17

EX-10.17

November 2018 Promissory Notes (as amended) EXHIBIT 10.18

March 28, 2019 10-K

CNAB / United Cannabis Corp. ANNUAL REPORT (Annual Report)

Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corp

March 20, 2019 DEF 14A

CNAB / United Cannabis Corp. DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

November 9, 2018 10-Q

CNAB / United Cannabis Corp. QUARTERLY REPORT (Quarterly Report)

Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582

September 10, 2018 S-1

CNAB / United Cannabis Corp. REGISTRATION STATEMENT

S-1 1 cnabs1.htm REGISTRATION STATEMENT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. Number) United Cann

September 10, 2018 EX-10.17

INVESTMENT AGREEMENT

Investment Agreement EXHIBIT 10.17 INVESTMENT AGREEMENT This INVESTMENT AGREEMENT (the “Agreement”), dated as of August 31, 2018 (the “Execution Date”), is entered into by and between United Cannabis Corp. (the “Company”), a Colorado corporation, with its principal executive offices at 1600 Broadway, Suite 1600, Denver, CO 80202, and Tangiers Global, LLC (the “Investor”), a Wyoming limited liabili

August 14, 2018 10-Q

CNAB / United Cannabis Corp. QUARTERLY REPORT (Quarterly Report)

10-Q 1 cnab10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Num

May 17, 2018 S-1/A

CNAB / United Cannabis Corp. REGISTRATION STATEMENT

S-1/A 1 cnabs1.htm REGISTRATION STATEMENT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Amendment No. 4 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. N

May 15, 2018 10-Q

CNAB / United Cannabis Corp. QUARTERLY REPORT (Quarterly Report)

Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 UNI

April 30, 2018 S-1/A

CNAB / United Cannabis Corp. REGISTRATION STATEMENT

Registration Statement SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Amendment No. 3 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. Number) United Canna

April 26, 2018 S-1/A

CNAB / United Cannabis Corp. REGISTRATION STATEMENT

S-1/A 1 cnabs1.htm REGISTRATION STATEMENT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Amendment No. 2 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. N

April 2, 2018 S-1/A

CNAB / United Cannabis Corp. REGISTRATION STATEMENT

Registration Statement SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Amendment No. 1 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. Number) United Canna

March 29, 2018 10-K

CNAB / United Cannabis Corp. ANNUAL REPORT (Annual Report)

Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corp

March 6, 2018 8-K/A

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 8-K/A ——————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2017 ——————— UNITED CANNABIS CORPORATION (Exact name of registrant as specified in its charter) ——————— Colorado 000-54582 46-5221947 (State or other Jurisd

February 20, 2018 S-1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdi

Registration Statement SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. Number) United Cannabis Corporation

February 20, 2018 EX-10.15

LICENSING AGREEMENT

EXHIBIT 10.15 LICENSING AGREEMENT This Licensing Agreement (“Agreement”) is made effective as of January 19, 2018 (the “Effective Date”) by and between United Cannabis Corporation, (“UCANN”) and FLRish IP, LLC (“Licensee”). UCANN and Licensee may be referred to herein collectively as the “Parties.” WHEREAS, UCANN has been granted US Patent 9,730,911 B2, dated August 15, 2017, for methods of extrac

February 20, 2018 EX-10.14

INVESTMENT AGREEMENT

EXHIBIT 10.14 INVESTMENT AGREEMENT This INVESTMENT AGREEMENT (the ?Agreement?), dated as of January 19, 2018 (the ?Execution Date?), is entered into by and between United Cannabis Corp. (the ?Company?), a Colorado corporation, with its principal executive offices at 1600 Broadway, Suite 1600, Denver, CO 80202, and Tangiers Global, LLC (the ?Investor?), a Wyoming limited liability company, with its

February 20, 2018 EX-10.16

PRANA “BIO NUTRIENT MEDICINALS” SUPPLY, DISTRIBUTION, AND LICENSING AGREEMENT

EXHIBIT 10.16 PRANA “BIO NUTRIENT MEDICINALS” SUPPLY, DISTRIBUTION, AND LICENSING AGREEMENT This Supply, Distribution, and Licensing Agreement (“Agreement”) is made effective as of December 12, 2017 (the “Effective Date”) by and between United Cannabis Corporation, (“UCANN”) and Lasco Manufacturing Limited a company incorporated under the Companies Act and having its registered office at 27 ½ Red

February 20, 2018 EX-10.13

INTELLECTUAL PROPERTY LICENSE AGREEMENT

EX-10.13 3 cnabex10z13.htm LICENSING AGREEMENT EXHIBIT 10.13 INTELLECTUAL PROPERTY LICENSE AGREEMENT This Intellectual Property License Agreement (this “Agreement”) dated as of January 1st, 2018, (the “Effective Date”), by and between United Cannabis Corporation, a Colorado corporation (“UCAN”) and Advesa Wellness Inc. a California Not For Profit Mutual Benefit Corporation, (the “ADVESA”). ADVESA

February 13, 2018 EX-99

Reoffer Prospectus

Reoffer Prospectus EXHIBIT 99 UNITED CANNABIS CORPORATION Common Stock THESE SECURITIES INVOLVE A HIGH DEGREE OF RISK.

February 13, 2018 S-8

CNAB / United Cannabis Corp. REGISTRATION STATEMENT

Registration Statement Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under the Securities Act of l933 UNITED CANNABIS CORPORATION (Exact name of issuer as specified in its charter) Colorado 46-5221947 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 301 Commercial Rd., Unit D Golden

February 13, 2018 EX-4.(B)

2018 Stock Incentive Plan

2018 STOCK INCENTIVE PLAN EXHIBIT 4 (b) UNITED CANNABIS CORPORATION 2018 STOCK INCENTIVE PLAN l.

November 16, 2017 10-Q

CNAB / United Cannabis Corp. QUARTERLY REPORT (Quarterly Report)

10-Q 1 cnab10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fil

August 14, 2017 10-Q

CNAB / United Cannabis Corp. QUARTERLY REPORT (Quarterly Report)

ibb UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 UNITED CANNABIS C

June 7, 2017 8-K

Current Report

8-K 1 cnab8k.htm CURRENT REPORT 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): May 31, 2017 ——————— UNITED CANNABIS CORPORATION (Exact name of registrant as specified in its charter) ——————— Colorado 000-54582 46-5

May 15, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 ¨ TRANSITION REPORT PURSUANT TO

10-Q 1 cnab10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Nu

April 21, 2017 S-1/A

MANAGEMENT'S DISCUSSION AND ANALYSIS OF

Amended Registration Statement SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 AMENDMENT NO. 5 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. Number) 1600

April 20, 2017 S-1/A

United Cannabis AMENDED REGISTRATION STATEMENT

S-1/A 1 cnabs1.htm AMENDED REGISTRATION STATEMENT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 AMENDMENT NO. 4 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number

April 12, 2017 S-1/A

United Cannabis AMENDED REGISTRATION STATEMENT

S-1/A 1 cnabs1.htm AMENDED REGISTRATION STATEMENT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 AMENDMENT NO. 3 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number

March 23, 2017 EX-10.10

BINDING TERM SHEET

Agreement EXHIBIT 10.10 BINDING TERM SHEET The Parties to this agreement are: Blue River Inc. a Colorado Corporation (“Blue River”) and UCANN California Corporation (“UCANN CA”), a California Corporation Blue River Designated Location: 1840 Embarcadero Oakland, CA 94606 Effective date: January 1, 2016 Term: 5 year Termination: Termination upon mutual written agreement (only) Recitals: UCANN CA is

March 23, 2017 EX-10.7

This Shareholder’s Agreement

Agreement EXHIBIT 10.7 This Shareholder’s Agreement (“Agreement”) is made and entered into this 25th day of August 2014 by and between Cannibinoid Research & Development Company Limited (“CRD”) a company incorporated in Jamaica and having its registered office at 14 Fulmer Way , Spanish Town , in the Parish of St Catherine, , the remaining 50% Shareholders of CRD (“Shareholders”) and United Cannib

March 23, 2017 EX-10.12

INVESTMENT AGREEMENT

Investor Agreement EXHIBIT 10.12 INVESTMENT AGREEMENT This INVESTMENT AGREEMENT (the “Agreement”), dated as of December 28, 2016 (the “Execution Date”), is entered into by and between United Cannabis Corp. (the “Company”), a Colorado corporation, with its principal executive offices at 1600 Broadway, Suite 1600, Denver, CO 80202, and Tangiers Global, LLC (the “Investor”), a Wyoming limited liabili

March 23, 2017 EX-10.11

SALES REPRESENTATIVE AGREEMENT

Agreement EXHIBIT 10.11 SALES REPRESENTATIVE AGREEMENT This Sales Representative Agreement (hereinafter called “Agreement”), to be effective as of this 29th day of June, 2016 (hereinafter the “Effective Date”), is by and between Cherubim Interests, LLC., dba BCS USA, a wholly owned subsidiary of Cherubim Interests, Inc. (“BCS”), a Nevada corporation having its principal place of business at 1304 N

March 23, 2017 S-1/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 AMENDMENT NO. 2 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State

Amended Registration Statement SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 AMENDMENT NO. 2 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. Number) 1600

March 23, 2017 EX-10.9

TERM SHEET FOR Prana “Bio Nutrient Medicinals” Distribution and Licensing Agreement

Agreement EXHIBIT 10.9 TERM SHEET FOR Prana “Bio Nutrient Medicinals” Distribution and Licensing Agreement This Term Sheet is to definitively agree to a Distribution and Licensing Agreement by and between UCANN California Corporation, (“UCANN” or “Licensor”) a California corporation whose address is 1600 Broadway, Suite 1600, Denver, Colorado 80202 and Patients Mutual Assistance Collective Corpora

March 23, 2017 EX-10.8

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

Agreement EXHIBIT 10.8 WeedMD 151 Bloor Street West Suite 703 Toronto, Ontario Canada M5S 1S4 May 28, 2014 United Cannabis Corporation 9249 S. Broadway Suite 200-883 Highlands Ranch, Colorado USA 80129 Attention: Ernie Blackmon RE: LETTER AGREEMENT This letter will serve as a binding letter agreement (the "Agreement") to set out the relationship between United Cannabis Corporation ("UCC") and Weed

March 14, 2017 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTI

Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corp

March 7, 2017 EX-10.8

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

Agreement EXHIBIT 10.8 WeedMD 151 Bloor Street West Suite 703 Toronto, Ontario Canada M5S 1S4 May 28, 2014 United Cannabis Corporation 9249 S. Broadway Suite 200-883 Highlands Ranch, Colorado USA 80129 Attention: Ernie Blackmon RE: LETTER AGREEMENT This letter will serve as a binding letter agreement (the "Agreement") to set out the relationship between United Cannabis Corporation ("UCC") and Weed

March 7, 2017 EX-10.12

INVESTMENT AGREEMENT

Investor Agreement EXHIBIT 10.12 INVESTMENT AGREEMENT This INVESTMENT AGREEMENT (the “Agreement”), dated as of December 28, 2016 (the “Execution Date”), is entered into by and between United Cannabis Corp. (the “Company”), a Colorado corporation, with its principal executive offices at 1600 Broadway, Suite 1600, Denver, CO 80202, and Tangiers Global, LLC (the “Investor”), a Wyoming limited liabili

March 7, 2017 EX-10.10

BINDING TERM SHEET

Agreement EXHIBIT 10.10 BINDING TERM SHEET The Parties to this agreement are: Blue River Inc. a Colorado Corporation (“Blue River”) and UCANN California Corporation (“UCANN CA”), a California Corporation Blue River Designated Location: 1840 Embarcadero Oakland, CA 94606 Effective date: January 1, 2016 Term: 5 year Termination: Termination upon mutual written agreement (only) Recitals: UCANN CA is

March 7, 2017 EX-10.11

SALES REPRESENTATIVE AGREEMENT

Agreement EXHIBIT 10.11 SALES REPRESENTATIVE AGREEMENT This Sales Representative Agreement (hereinafter called “Agreement”), to be effective as of this 29th day of June, 2016 (hereinafter the “Effective Date”), is by and between Cherubim Interests, LLC., dba BCS USA, a wholly owned subsidiary of Cherubim Interests, Inc. (“BCS”), a Nevada corporation having its principal place of business at 1304 N

March 7, 2017 S-1/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 AMENDMENT NO. 1 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State

Amended Registration Statement SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 AMENDMENT NO. 1 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. Number) 1600

March 7, 2017 EX-10.9

TERM SHEET FOR Prana “Bio Nutrient Medicinals” Distribution and Licensing Agreement

Agreement EXHIBIT 10.9 TERM SHEET FOR Prana “Bio Nutrient Medicinals” Distribution and Licensing Agreement This Term Sheet is to definitively agree to a Distribution and Licensing Agreement by and between UCANN California Corporation, (“UCANN” or “Licensor”) a California corporation whose address is 1600 Broadway, Suite 1600, Denver, Colorado 80202 and Patients Mutual Assistance Collective Corpora

March 7, 2017 EX-10.7

This Shareholder’s Agreement

EX-10.7 3 cnabex10z7.htm AGREEMENT EXHIBIT 10.7 This Shareholder’s Agreement (“Agreement”) is made and entered into this 25th day of August 2014 by and between Cannibinoid Research & Development Company Limited (“CRD”) a company incorporated in Jamaica and having its registered office at 14 Fulmer Way , Spanish Town , in the Parish of St Catherine, , the remaining 50% Shareholders of CRD (“Shareho

February 24, 2017 EX-10.9

TERM SHEET FOR Prana “Bio Nutrient Medicinals” Distribution and Licensing Agreement

EXHIBIT 10.9 TERM SHEET FOR Prana ?Bio Nutrient Medicinals? Distribution and Licensing Agreement This Term Sheet is to definitively agree to a Distribution and Licensing Agreement by and between UCANN California Corporation, (?UCANN? or ?Licensor?) a California corporation whose address is 1600 Broadway, Suite 1600, Denver, Colorado 80202 and Patients Mutual Assistance Collective Corporation, a Ca

February 24, 2017 EX-10.12

INVESTMENT AGREEMENT

EXHIBIT 10.12 INVESTMENT AGREEMENT This INVESTMENT AGREEMENT (the ?Agreement?), dated as of December 28, 2016 (the ?Execution Date?), is entered into by and between United Cannabis Corp. (the ?Company?), a Colorado corporation, with its principal executive offices at 1600 Broadway, Suite 1600, Denver, CO 80202, and Tangiers Global, LLC (the ?Investor?), a Wyoming limited liability company, with it

February 24, 2017 S-1

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdi

S-1 1 cnabs1.htm REGISTRATION STATEMENT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Registration Statement Under THE SECURITIES ACT OF 1933 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado 8742 46-5221947 (State or other jurisdiction (Primary Standard Classi- (IRS Employer of incorporation) fication Code Number) I.D. Number) 1600 Broadw

February 24, 2017 EX-10.11

SALES REPRESENTATIVE AGREEMENT

EX-10.11 7 cnabex10z11.htm AGREEMENT EXHIBIT 10.11 SALES REPRESENTATIVE AGREEMENT This Sales Representative Agreement (hereinafter called “Agreement”), to be effective as of this 29th day of June, 2016 (hereinafter the “Effective Date”), is by and between Cherubim Interests, LLC., dba BCS USA, a wholly owned subsidiary of Cherubim Interests, Inc. (“BCS”), a Nevada corporation having its principal

February 24, 2017 EX-10.7

This Shareholder’s Agreement

EXHIBIT 10.7 This Shareholder?s Agreement (?Agreement?) is made and entered into this 25th day of August 2014 by and between Cannibinoid Research & Development Company Limited (?CRD?) a company incorporated in Jamaica and having its registered office at 14 Fulmer Way , Spanish Town , in the Parish of St Catherine, , the remaining 50% Shareholders of CRD (?Shareholders?) and United Cannibis Corpora

February 24, 2017 EX-10.10

BINDING TERM SHEET

EXHIBIT 10.10 BINDING TERM SHEET The Parties to this agreement are: Blue River Inc. a Colorado Corporation (?Blue River?) and UCANN California Corporation (?UCANN CA?), a California Corporation Blue River Designated Location: 1840 Embarcadero Oakland, CA 94606 Effective date: January 1, 2016 Term: 5 year Termination: Termination upon mutual written agreement (only) Recitals: UCANN CA is a consulti

February 24, 2017 EX-10.8

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

EXHIBIT 10.8 WeedMD 151 Bloor Street West Suite 703 Toronto, Ontario Canada M5S 1S4 May 28, 2014 United Cannabis Corporation 9249 S. Broadway Suite 200-883 Highlands Ranch, Colorado USA 80129 Attention: Ernie Blackmon RE: LETTER AGREEMENT This letter will serve as a binding letter agreement (the "Agreement") to set out the relationship between United Cannabis Corporation ("UCC") and WeedMD RX Inc.

November 16, 2016 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 ¨ TRANSITION REPORT PURSUANT

10-Q 1 cnab10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fil

September 23, 2016 10-K/A

United Cannabis AMENDED ANNUAL REPORT (Annual Report)

10-K/A 1 cnab10k.htm AMENDED ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number:

August 18, 2016 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 1

Quarterly Report SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 UNITED CANNABIS CO

May 23, 2016 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR

Quarterly Report SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis C

May 13, 2016 NT 10-Q

United Cannabis NOTIFICATION OF LATE FILING

NT 10-Q 1 cnab12b25.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): Form 10-K Form 20-F Form 11-K ü Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: March 31, 2016 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form

May 2, 2016 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 ¨ TRANSITION REPORT PURSUANT TO SEC

10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corporati

April 28, 2016 10-K

United Cannabis ANNUAL REPORT (Annual Report)

Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corp

April 1, 2016 SC 13G/A

United Cannabis SC 13G/A (Passive Acquisition of More Than 5% of Shares)

SC 13G/A 1 v435985sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1)* UNITED CANNABIS CORPORATION (Name of issuer) Common Stock, no par value per share (Title of class of securities) 909747107 (CUSIP number) April 1, 2016 (Date of Event Which Requires Filing of this Statement) Check th

March 10, 2016 SC 13G

CNAB / United Cannabis Corp. / VIS VIRES GROUP, INC. - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. )* UNITED CANNABIS CORPORATION (Name of issuer) Common Stock, no par value per share (Title of class of securities) 909747107 (CUSIP number) March 10, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

December 22, 2015 8-K

United Cannabis CNAB FORM 8-K 12-9-2015 (Current Report/Significant Event)

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 22, 2015 EX-4

10% CONVERTIBLE PROMISSORY NOTE UNITED CANNABIS CORPORATION

Converted by EDGARwiz Exhibit 4.1 Note: December 9, 2015 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECT

December 22, 2015 EX-10

UNITED CANNABIS CORPORATION SECURITY AGREEMENT

Converted by EDGARwiz Exhibit 10.1 UNITED CANNABIS CORPORATION SECURITY AGREEMENT This Security Agreement (the ?Agreement?) is made as of December 11, 2015 by and between United Cannabis Corporation, a Colorado corporation (the ?Debtor?), in favor of Tangiers Investment Group, LLC, a Delaware limited liability company (the ?Secured Party?). RECITALS 1. The Debtor and the Secured Party are parties

November 16, 2015 8-K

United Cannabis UNITED CANNABIS CORP 11-10-15 8-K (Current Report/Significant Event)

Item 1 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) November 10, 2015 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-545

November 16, 2015 EX-16

November 13, 2015

Converted by EDGARwiz Exhibit 16.1 November 13, 2015 U.S. Securities and Exchange Commission 100 F. Street Washington, DC 20549 ? 7561 Ladies and Gentlemen Re: United Cannabis Corporation Commission File No. 000-54582 We have read the statements that we understand United Cannabis Corporation will include under Item 4.01 of the Form 8-K report dated November 10, 2015 and agree with such statements

November 16, 2015 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13

10-Q 1 cnab10q.htm QUARTERLY REPORT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-

October 29, 2015 DEFA14C

United Cannabis CNAB DEFINITIVE ADDITIONAL MATERIALS

Important Notice Regarding the Availability of Proxy Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

October 26, 2015 DEF 14C

United Cannabis UCANN DEF SCHEDULE 14C

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

October 16, 2015 8-K

United Cannabis UNITED CANNABIS 8-K DTD 10/12/2015 (Current Report/Significant Event)

Item 1 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) October 12, 2015 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-5458

October 16, 2015 EX-4

12% CONVERTIBLE NOTE MATURITY DATE OF JULY 8, 2016 *THE “MATURITY DATE” $102,000 OCTOBER 8, 2015 *THE “ISSUANCE DATE”

EXHIBIT 4 EXHIBIT 4.1 NEITHER THIS NOTE NOR THE SECURITIES THAT MAY BE ISSUED BY THE BORROWER UPON CONVERSION HEREOF (COLLECTIVELY, THE ?SECURITIES?) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?1933 ACT?), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THE SECURITIES NOR ANY INTEREST OR PARTICIPATION THEREIN MAY BE OFFERED FOR SALE, SOLD, TRANSFERRED

October 15, 2015 PRE 14C

United Cannabis UNITED CANNABIS CORP. SCHEDULE 14C

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

October 9, 2015 EX-4

CONVERTIBLE PROMISSORY NOTE

Converted by EDGARwiz EXHIBIT 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGIST

October 9, 2015 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

Item 1 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) October 6, 2015 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-54582

October 9, 2015 EX-10

SECURITIES PURCHASE AGREEMENT

SECURITIES PURCHASE AGREEMENT EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 24, 2015, by and between UNITED CANNABIS CORPORATION, a Colorado corporation, with headquarters located at 1600 Broadway, Suite 1600, Denver, Colorado 80202 (the “Company”), and VIS VIRES GROUP, INC., a New York corporation, with its address at 111 Gr

August 14, 2015 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 1

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corporation (Exact

May 20, 2015 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corporation (Exact

May 14, 2015 NT 10-Q

United Cannabis UNITED CANNABIS CORP NT-10Q

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 15, 2015 EX-21.1

SUBSIDIARIES OF THE REGISTRANT Name Jurisdiction of Incorporation or Organization UC Nevada L.L.C. Nevada UC Colorado Corporation Colorado

EX-21.1 4 uccex21z1.htm SUBSIDIARIES OF THE REGISTRANT EXHIBIT 21.1 SUBSIDIARIES OF THE REGISTRANT Name Jurisdiction of Incorporation or Organization UC Nevada L.L.C. Nevada UC Colorado Corporation Colorado

April 15, 2015 EX-3.5

BYLAWS UNITED CANNABIS CORPORATION (a Colorado corporation) TABLE OF CONTENTS

EXHIBIT 3.5 BYLAWS OF UNITED CANNABIS CORPORATION (a Colorado corporation) TABLE OF CONTENTS Page ARTICLE I ? OFFICES 5 1.1 Business Office 5 1.2 Registered Office 5 ARTICLE II - SHARES AND TRANSFER THEREOF 5 2.1 Regulation 5 2.2 Certificates for Shares 5 2.3 Cancellation of Certificates 5 2.4 Lost, Stolen or Destroyed Certificates 6 2.5 Transfer of Shares 6 2.6 Transfer Agent 6 2.7 Close of Trans

April 15, 2015 EX-3.4

Articles of Incorporation for a Profit Corporation filed pursuant to § 7-102-101 and § 7-102-102 of the Colorado Revised Statutes (C.R.S.)

Document must be filed electronically. Paper documents are not accepted. Fees & forms are subject to change. For more information or to print copies of filed documents, visit www.sos.state.co.us. E-FILED Colorado Secretary of State Date and Time: 03/25/2014 01:29 PM ID Number: 20141195196 Document number: 20141195196 Amount Paid: $50.00 ABOVE SPACE FOR OFFICE USE ONLY Articles of Incorporation for

April 15, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTI

10-K 1 ucc10k.htm ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-54582 Un

March 31, 2015 NT 10-K

United Cannabis UNITED CANNABIS CORP. NT-10K 12-31-2014

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 12, 2015 8-K

Current Report

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) January 9, 2015 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-54582 1600 B

January 7, 2015 EX-10

ROYALTY AND CONSULTING SERVICES AGREEMENT

EXHIBIT 10.1 ROYALTY AND CONSULTING SERVICES AGREEMENT This Royalty and Consulting Services Agreement (“Agreement”) is made effective as of December 28, 2014 (the “Effective Date”) by and between UNITED CANNABIS CORPORATION (“UCANN”), a Colorado corporation and FoxBarry Farms, LLC (“FoxBarry”), a Nevada LLC, UCANN and FoxBarry may be referred to herein collectively as the “Parties.” In considerati

January 7, 2015 8-K

Current Report

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) December 28, 2014 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-54582 1600

January 7, 2015 EX-99

UNITED CANNABIS CORPORATION SIGNS LICENSING AGREEMENT FOR CALIFORNIA WITH FOXBARRY FARMS TRIBAL DEVELOPMENT GROUP FoxBarry Farms, LLC Will Be the Exclusive Producer and Distributor for All United Cannabis Branded Products in California

EXHIBIT 99.1 UNITED CANNABIS CORPORATION SIGNS LICENSING AGREEMENT FOR CALIFORNIA WITH FOXBARRY FARMS TRIBAL DEVELOPMENT GROUP FoxBarry Farms, LLC Will Be the Exclusive Producer and Distributor for All United Cannabis Branded Products in California Denver, CO- January 6, 2015- United Cannabis Corporation (OTCBB: CNAB) (the “Company” or “United Cannabis”) today announced that it has signed a consul

January 6, 2015 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) December 22, 2014 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-54582 1600

January 6, 2015 EX-10

PROMISSORY NOTE

PROMISSORY NOTE Issued: December 18, 2014 $600,000 FOR VALUE RECEIVED, the undersigned, United Cannabis Corporation, a Colorado corporation (hereinafter, together with any successor, referred to as “Company”), hereby promises to pay to Sláinte Ventures, LLC, a Delaware limited liability company (hereinafter, together with any successor or assign, referred to as “Holder”), the principal sum of up to Six Hundred Thousand Dollars ($600,000) (the “Credit Amount”) together with interest thereon from the date hereof, payable on the terms set forth below.

December 30, 2014 8-K

Current Report

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) December 23, 2014 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-54582 1600

November 19, 2014 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corporation (E

November 12, 2014 NT 10-Q

CNAB / United Cannabis Corp. NT 10-Q - - UNITED CANNABIS CORP 9-30-14 NT-10Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File No. 000-54582 (Check one): o Form 10-K o Form 20-F o Form 11-K ý Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2014 o Tansition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on F

October 2, 2014 EX-99

United Cannabis Corporation Announces Venture With Jamaica-Based Cannabinoid Research & Development Company Limited Venture to Focus on Research and Development in Jamaica as the Country’s Justice Minister Announces Legislation has been drafted to De

EXHIBIT 99.1 United Cannabis Corporation Announces Venture With Jamaica-Based Cannabinoid Research & Development Company Limited Venture to Focus on Research and Development in Jamaica as the Country’s Justice Minister Announces Legislation has been drafted to Decriminalize Medical Marijuana on the Island Denver, CO, Oct 2, 2014 (Marketwired via COMTEX) - United Cannabis Corporation (OTCQB: CNAB)

October 2, 2014 8-K

Current Report

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) October 2, 2014 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-54582 Suite

August 19, 2014 EX-10

SECURITIES PURCHASE AGREEMENT

EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 13, 2014, is entered into by and between UNITED CANNABIS CORPORATION, a Colorado corporation (“Company”), and TYPENEX CO-INVESTMENT, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”). A. Company and Investor are executing and delivering this Agreement

August 19, 2014 8-K

Entry into a Material Definitive Agreement

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) August 13, 2014 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-54582 Suite

August 19, 2014 EX-4

UNITED CANNABIS CORPORATION WARRANT #1 TO PURCHASE SHARES OF COMMON STOCK

EXHIBIT 4.2 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SUCH ACT AND ANY APPLICABLE STATE

August 19, 2014 EX-10

INVESTOR NOTE #1

EXHIBIT 10.3 THIS NOTE MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE ALIENATED OR ENCUMBERED WITHOUT THE PRIOR WRITTEN CONSENT OF INVESTOR. $250,000.00 State of Utah August 13, 2014 INVESTOR NOTE #1 FOR VALUE RECEIVED, TYPENEX CO-INVESTMENT, LLC, a Utah limited liability company (“Investor”), hereby promises to pay to UNITED CANNABIS CORPORATION, a Colorado corporation

August 19, 2014 EX-4

SECURED CONVERTIBLE PROMISSORY NOTE

EXHIBIT 4.1 SECURED CONVERTIBLE PROMISSORY NOTE Effective Date: August 13, 2014 U.S. $1,657,500.00 FOR VALUE RECEIVED, UNITED CANNABIS CORPORATION, a Colorado corporation (“Borrower”), promises to pay to TYPENEX CO-INVESTMENT, LLC, a Utah limited liability company, or its successors or assigns (“Lender”), $1,657,500.00 and any interest, fees, charges, and late fees on the date that is twenty-five

August 19, 2014 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 1

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corporation (Exact

August 19, 2014 EX-10

SECURITY AGREEMENT

EXHIBIT 10.2 SECURITY AGREEMENT THIS SECURITY AGREEMENT (this “Agreement”), dated as of August 13, 2014, is executed by United Cannabis Corporation, a Colorado corporation (“Debtor”), in favor of Typenex Co-Investment, LLC, a Utah limited liability company (“Secured Party”). A. Debtor has issued to Secured Party a certain Secured Convertible Promissory Note of even date herewith, as may be amended

August 18, 2014 8-K

Current Report

Item 1 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) August 15, 2014 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-54582

August 13, 2014 8-K

8-K

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 13, 2014 NT 10-Q

CNAB / United Cannabis Corp. NT 10-Q - - NT-10Q - UNITED CANNABIS CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File No. 000-54582 (Check one): o Form 10-K o Form 20-F o Form 11-K ý Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2014 o Tansition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 1

August 5, 2014 8-K/A

8-K/A

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 5, 2014 EX-16

ANTON &

Converted by EDGARwiz ANTON & CHIA CERTIFIED PUBLIC ACCOUNTANTS August 4, 2014 U.S. Securities and Exchange Commission Office of the Chief Accountant 100F Street Northeast Washington, DC 20549-2000 RE: United Cannabis Corporation File No. 000-54582 Dear Sir or Madam: We have read Item 4.01 of the Form 8-K by filed United Cannabis Corporation (“the Registrant”) and are in agreement with the stateme

July 24, 2014 8-K

8-K

Item 1 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) July 22, 2014 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Jurisdiction of Incorporation or Organization) 000-54582 S

May 15, 2014 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 United Cannabis Corporation (Exact

May 8, 2014 8-K

Current Report

8-K 1 1ucc52148k.htm UNITED CANNABIS CORPORATION 5-2-14 FORM 8-K 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) May 2, 2014 UNITED CANNABIS CORPORATION (Exact name of registrant as specified in charter) Colorado (State or other Ju

May 8, 2014 EX-99

UCANN Appoints Stem Cell and Neuroscientists Dr. Brent Reynolds and Dr. Dennis Steindler as Chief Medical Advisors.

EXHIBIT 99.1 UCANN Appoints Stem Cell and Neuroscientists Dr. Brent Reynolds and Dr. Dennis Steindler as Chief Medical Advisors. DENVER, Colorado May 8, 2014 - United Cannabis Corporation, formerly MySkin, Inc. (OTCBB:MYSK), a Colorado corporation, which is referred to herein as UCANN, a bio cannabinoid technologies company built on scientific research, product development, and implementation of i

May 8, 2014 EX-10

CONSULTANCY AGREEMENT ON PRODUCTS RELATED TO NEURAL STEM CELLS

EXHIBIT 10.1 CONSULTANCY AGREEMENT ON PRODUCTS RELATED TO NEURAL STEM CELLS Effective May 6, 2014 (“EFFECTIVE DATE”), Dr. Brent Reynolds, having a postal address at 2210 NW 28th Street, Gainesville, FL and Dr. Dennis Steindler, having a postal address at 5530 NW 52 Ave., Gainesville, FL (collectively referred to as “CONSULTANTS”) and United Cannabis Corporation, a company duly incorporated under t

April 11, 2014 DEF 14C

- MYSKIN INC. DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for use of the Commission only x Definitive Information Statement MYSKIN, INC. (Name of Registrant as Specified In Its Charter) Payment of Filing Fee

April 3, 2014 EX-10

ASSET ASSIGNMENT AND PURCHASE AGREEMENT

PLACEMENT AGENCY AGREEMENT EXHIBIT 10.1 ASSET ASSIGNMENT AND PURCHASE AGREEMENT THIS AGREEMENT (“Agreement”) is made as of March 31, 2014, by and between MYSKIN, Inc., a California Corporation (the “Company” or “Seller”), and MySkin Services, Inc. (the “Buyer” or “MTA”). WHEREAS, the Buyer wishes to acquire from the Company, all right, title and interest in and to all tangible and intangible asset

April 3, 2014 SC 13D

CNAB / United Cannabis Corp. / VERZURA TONY - TONY VERZURA SCHEDULE 13D Activist Investment

SC 13D 1 verzuraschedule13d32614.htm TONY VERZURA SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 MySkin, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 62863T102 (Cusip Number) Tony Verzura 816 Acoma Street, #1607 Denver, Colorado 80204 (407) 432-2547 (Name, A

April 3, 2014 8-K

- MYSKIN INC. 3-31-14 8-K

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 3, 2014 SC 13D

CNAB / United Cannabis Corp. / BLACKMON EARNEST - EARNEST BLACKMON SCHEDULE 13D Activist Investment

SC 13D 1 blackmonschedule13d32614.htm EARNEST BLACKMON SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 MySkin, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 62863T102 (Cusip Number) Earnest Blackmon 1600 West 113th Avenue Westminster, Colorado 80234 (813) 310-

April 2, 2014 SC 13D/A

CNAB / United Cannabis Corp. / Enright Paul - PAUL ENRIGHT SCH13D AMEND 1 Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) MySkin, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 62863T102 (Cusip Number) Paul D. Enright 10235 Woodrose Lane Highlands Ranch, CO 80129 (303) 904-9296 (Name, Address and Telephone Number

April 1, 2014 8-K

Current Report

8-K 1 myskin41148k.htm MYSKIN INC. 4-1-14 8-K 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) April 1, 2014 MYSKIN, INC. (Exact name of registrant as specified in charter) California (State or other Jurisdiction of Incorporation or

April 1, 2014 EX-99

MySkin, Inc. Aquires Medical Cannabis Expertise and Technology

EXHIBIT 99.1 MySkin, Inc. Aquires Medical Cannabis Expertise and Technology DENVER, COLORADO, April 1, 2014 /PRNewswire/ - MySkin, Inc. (OTC Quotation Board: MYSK) announced today that it has acquired intellectual property rights and technology being used in the medical cannabis industry. In addition, the three persons who licensed their know-how and technology to the Company have become executive

March 31, 2014 PRE 14C

- MYSKIN INC. PRE 14C

Converted by EDGARwiz UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

March 28, 2014 SC 13D

CNAB / United Cannabis Corp. / Enright Paul - SCHEDULE 13D PAUL ENRIGHT Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 MySkin, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 62863T102 (Cusip Number) Paul D. Enright 10235 Woodrose Lane Highlands Ranch, CO 80129 (303) 904-9296 (Name, Address and Telephone Number of Personal Authoriz

March 28, 2014 SC 14F1

- MYSKIN INC SCHEDULE 14F1

U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14f-1 Information Statement under Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 there under Commission File Number: 000-54582 MySkin, Inc. (Exact name of registrant as specified in its charter) California 26-1391338 (State or other jurisdiction of incorporation (IRS Employer Identification Number) 10235 W

March 28, 2014 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - MYSKIN INC. 3-26-14 8-K

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) March 26, 2014 MYSKIN, INC. (Exact name of registrant as specified in charter) California (State or other Jurisdiction of Incorporation or Organization) 000-54582 10235 Woodrose Lane

March 28, 2014 EX-10

LICENSE AGREEMENT

EXHIBIT 10 LICENSE AGREEMENT THIS LICENSE AGREEMENT (the “Agreement”) is entered into this 26th day of March, 2014 by and among MySkin, Inc.

March 21, 2014 EX-99.1 CHARTER

MYSKIN, INC. ANNOUNCES A FOUR-FOR-ONE STOCK SPLIT

Converted by EDGARwiz EXHIBIT 99.1 MySkin, Inc. Paul Enright, President 10235 Woodrose Lane Highlands Ranch, CO 80129 (720) 560-1035 FOR IMMEDIATE RELEASE MYSKIN, INC. ANNOUNCES A FOUR-FOR-ONE STOCK SPLIT Denver, Colorado (March 21, 2014) – MySkin, Inc. (OTCBB: MYSK) today announced that its Board of Directors has approved a four-for-one stock split of its outstanding Common Stock. The stock split

March 21, 2014 8-K

Financial Statements and Exhibits, Other Events

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) March 21, 2014 MYSKIN, INC. (Exact name of registrant as specified in charter) California (State or other Jurisdiction of Incorporation or Organization) 000-54582 10235 Woodrose Lane

February 28, 2014 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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 24, 2014 MYSKIN, INC. (Exact name of registrant as specified in charter) California (State or other Jurisdiction of Incorporation or Organization) 000-54582 816 Acoma Street,

February 28, 2014 SC 14F1

- MYSKIN INC SCHEDULE 14F1

U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14f-1 Information Statement under Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 there under Commission File Number: 000-54582 MySkin, Inc. (Exact name of registrant as specified in its charter) California 26-1391338 (State or other jurisdiction of incorporation (IRS Employer Identification Number) 816 Aco

February 18, 2014 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

10-K 1 myskform10k123113.htm MYSKIN, INC. FORM 10-K DECEMBER 31, 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition perio

November 13, 2013 EX-10.1

CONVERTIBLE NOTE

CONVERTIBLE NOTE US$50,000 DATE: September 30, 2013 MySkin, Inc., a company organized under the laws of the State of California with its registered office at 410 32nd St. Ste. 203, Newport Beach, CA 92663 ("Obligor", which term, as used herein, shall include any successor thereto), for value received, hereby executes and delivers this Convertible Note in favor of NYX Capital Advisors, Inc. or its

November 13, 2013 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

10-Q 1 myskform10q130930.htm MYSKIN, INC. FORM 10-Q SEPTEMBER 30, 2013 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the tran

July 19, 2013 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

10-Q 1 myskform10q130630.htm MYSKIN, INC. FORM 10-Q JUNE 30, 2013 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition per

May 20, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .

May 20, 2013 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

10-Q 1 myskinform10q03312013.htm MYSKIN, INC. FORM 10-Q MARCH 31, 2013 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transiti

May 17, 2013 10-Q/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #2)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #2) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 My

May 17, 2013 EX-3.1

ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION mySkin, Inc.

EX-3.1 2 exhibit31.htm ARTICLES OF INCORPORATION Exhibit 3.1 ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION OF mySkin, Inc. FIRST. The name of the corporation is mySkin, Inc. SECOND. The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corpo

May 17, 2013 10-Q/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #2)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #2) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 MyS

May 17, 2013 EX-14.1

MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT

Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employees and stockholders. MySkin's business

May 17, 2013 10-12G/A

- MYSKIN FORM 10 AMENDMENT 6

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 AMENDMENT No. 6 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 UNDER SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 MYSKIN, INC. (Exact name of registrant in its charter) California 26-1391338 (State or jurisdiction of incorporation or

May 17, 2013 EX-3.3

MySkin, Inc. of the Audit Committee of the Board of Directors

Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the “Board”) of MySkin, Inc. (the “Company”), hereby confirms the role of the Audit Committee (the “Committee”) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting practices, and the quality and integrity of the fi

May 17, 2013 10-Q/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #2)

10-Q/A 1 form10qa2120930.htm MYSKIN, INC. FORM 10-Q/A AMENDMENT NO. 2 SEPTEMBER 30, 2012 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #2) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIE

May 17, 2013 CORRESP

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MySkin, Inc. May 17, 2013 VIA EDGAR Ms. Pamela Howell Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Tel (202) 551-3357 Re: MySkin, Inc. (the “Company”) Amendment No. 5 to Form 10 Filed April 6, 2013 File No. 000-54582 Dear Ms. Howell: This letter is in response to the Securities and Exchange Commission’s comment letter dated May 16, 2013

May 17, 2013 EX-10.1

FACILITIES AND MANAGEMENT SERVICES AGREEMENT

Exhibit 10.1 FACILITIES AND MANAGEMENT SERVICES AGREEMENT THIS FACILITIES AND MANAGEMENT SERVICES AGREEMENT is entered into and made effective as of March 1, 2009, by and between Maria Teresa Agner, M.D. and Maria Teresa Agner, MD, Inc., a California Professional Corporation, hereinafter collectively referred to as (“Doctor”) and MySkin, Inc., a California Corporation (“Company”). W I T N E S S E

May 17, 2013 EX-10.3

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

Exhibit 10.3 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the “Effective Date”) by and between MySkin, Inc., a California corporation (the “Company”), and Marichelle Stoppenhagen (“Consultant”). WHEREAS, the Company desires to engage Con

May 17, 2013 EX-3.2

BYLAWS mySkin, Inc. ARTICLE I

Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual meeting, except as limited by the notice requi

May 17, 2013 EX-10.2

REVOLVING PROMISSORY NOTE

Exhibit 10.2 Exhibit 10.2 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR

May 14, 2013 NT 10-Q

- MYSKIN FORM NT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 000-54582 CUSIP Number: 62863T 102 NOTIFICATION OF LATE FILING (Check one) o Form 10-K o Form 20-F o Form 11-K S Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended December 31, 2012 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For the transition period ended Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

May 9, 2013 10-Q/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 [ ] TRANSITI

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-5458

May 8, 2013 10-Q/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 [ ] TRANSITION R

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 My

May 8, 2013 10-Q/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 [ ] TRANSITION RE

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment #1) (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 MyS

May 7, 2013 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review - MYSKIN, INC . FORM 8-K MAY 6, 2013

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) May6, 2013 MYSKIN, INC. (Exact name of registrant as specified in charter) California (State or other Jurisdiction of Incorporation or Organization) 000-54582 (Commission File Number)

April 26, 2013 EX-3.3

MySkin, Inc. of the Audit Committee of the Board of Directors

Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the “Board”) of MySkin, Inc. (the “Company”), hereby confirms the role of the Audit Committee (the “Committee”) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting practices, and the quality and integrity of the fi

April 26, 2013 EX-10.3

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

EX-10.3 7 exhibit103.htm CONSULTING AGREEMENT WITH MARICHELLE STOPPENHAGEN Exhibit 10.3 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the “Effective Date”) by and between MySkin, Inc., a California corporation (the “Company”), and Mariche

April 26, 2013 EX-10.1

FACILITIES AND MANAGEMENT SERVICES AGREEMENT

EX-10.1 5 exhibit101.htm FACILITIES AND MANAGEMENT SERVICES AGREEMENT Exhibit 10.1 FACILITIES AND MANAGEMENT SERVICES AGREEMENT THIS FACILITIES AND MANAGEMENT SERVICES AGREEMENT is entered into and made effective as of March 1, 2009, by and between Maria Teresa Agner, M.D. and Maria Teresa Agner, MD, Inc., a California Professional Corporation, hereinafter collectively referred to as (“Doctor”) an

April 26, 2013 10-12G/A

- MYSKIN FORM 10 AMENDMENT 5

10-12G/A 1 myskin10-12ga5.htm MYSKIN FORM 10 AMENDMENT 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 AMENDMENT No. 5 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 UNDER SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 MYSKIN, INC. (Exact name of registrant in its charter) Californ

April 26, 2013 EX-3.2

BYLAWS mySkin, Inc. ARTICLE I

EX-3.2 3 exhibit32.htm BYLAWS OF REGISTRANT Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual me

April 26, 2013 EX-10.2

REVOLVING PROMISSORY NOTE

EX-10.2 6 exhibit102.htm REVOLVING PROMISSORY NOTE AND SECURITY AGREEMENT Exhibit 10.2 Exhibit 10.2 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFF

April 26, 2013 EX-3.1

ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION mySkin, Inc.

EX-3.1 2 exhibit31.htm ARTICLES OF INCORPORATION Exhibit 3.1 ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION OF mySkin, Inc. FIRST. The name of the corporation is mySkin, Inc. SECOND. The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corpo

April 26, 2013 EX-14.1

MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT

EX-14.1 8 exhibit141.htm CODE OF ETHICS Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employ

April 3, 2013 NT 10-K

- MYSKIN FORM NT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 SEC File Number: 000-54582 CUSIP Number: 62863T 102 NOTIFICATION OF LATE FILING (Check one) x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For period ended December 31, 2012 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For the transition period ended Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

March 5, 2013 CORRESP

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MySkin, Inc. March 5, 2013 VIA EDGAR AND FACSIMILE Ms. Pamela Howell Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Tel (202) 551-3357 Re: MySkin, Inc. (the “Company”) Amendment No. 4 to Form 10 Filed December 12, 2012 File No. 000-54582 Supplemental Response Letter Dated January 15, 2013 Dear Ms. Howell: This letter is in response to the

January 15, 2013 CORRESP

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MySkin, Inc. January 15, 2013 VIA EDGAR AND FACSIMILE Ms. Pamela Howell Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Tel (202) 551-3357 Re: MySkin, Inc. (the “Company”) Amendment No. 4 to Form 10 Filed December 12, 2012 File No. 000-54582 Dear Ms. Howell: This letter is in response to the Securities and Exchange Commission’s comment let

December 12, 2012 EX-3.3

MySkin, Inc. of the Audit Committee of the Board of Directors

EX-3.3 4 exhibit33.htm AUDIT COMMITTEE CHARTER Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the “Board”) of MySkin, Inc. (the “Company”), hereby confirms the role of the Audit Committee (the “Committee”) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting pra

December 12, 2012 EX-10.3

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

Exhibit 10.3 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the “Effective Date”) by and between MySkin, Inc., a California corporation (the “Company”), and Marichelle Stoppenhagen (“Consultant”). WHEREAS, the Company desires to engage Con

December 12, 2012 10-12G/A

- MYSKIN, INC. 10-12G AMENDMENT 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 AMENDMENT No. 4 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 UNDER SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 MYSKIN, INC. (Exact name of registrant in its charter) California 26-1391338 (State or jurisdiction of incorporation or

December 12, 2012 EX-14.1

MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT

EX-14.1 8 exhibit141.htm CODE OF ETHICS Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employ

December 12, 2012 EX-3.2

BYLAWS mySkin, Inc. ARTICLE I

Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual meeting, except as limited by the notice requi

December 12, 2012 CORRESP

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MySkin, Inc. December 12, 2012 VIA EDGAR AND FACSIMILE Ms. Pamela Howell Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Tel (202) 551-3357 Re: MySkin, Inc. (the “Company”) Amendment No. 3 to Form 10 Filed October 29, 2012 File No. 000-54582 Dear Ms. Howell: This letter is in response to the Securities and Exchange Commission’s comment let

December 12, 2012 EX-10.1

FACILITIES AND MANAGEMENT SERVICES AGREEMENT

Exhibit 10.1 FACILITIES AND MANAGEMENT SERVICES AGREEMENT THIS FACILITIES AND MANAGEMENT SERVICES AGREEMENT is entered into and made effective as of March 1, 2009, by and between Maria Teresa Agner, M.D. and Maria Teresa Agner, MD, Inc., a California Professional Corporation, hereinafter collectively referred to as (“Doctor”) and MySkin, Inc., a California Corporation (“Company”). W I T N E S S E

December 12, 2012 EX-10.2

REVOLVING PROMISSORY NOTE

Exhibit 10.2 Exhibit 10.2 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR

December 12, 2012 EX-3.1

ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION mySkin, Inc.

EX-3.1 2 exhibit31.htm ARTICLES OF INCORPORATION Exhibit 3.1 ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION OF mySkin, Inc. FIRST. The name of the corporation is mySkin, Inc. SECOND. The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corpo

November 14, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 [ ] TRANSITION REPORT PURSUAN

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 MySkin, Inc. (E

November 6, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 [ ] TRANSITION REPORT PURSUANT TO

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 MySkin, Inc. (Exact

November 2, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 [ ] TRANSITION REPORT PURSUANT TO

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-54582 MySkin, Inc. (Exact

October 29, 2012 CORRESP

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MySkin, Inc. October 29, 2012 VIA EDGAR AND FACSIMILE Ms. Pamela Howell Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Tel (202) 551-3357 Re: MySkin, Inc. (the “Company”) Amendment No. 2 to Form 10 Filed August 14, 2012 File No. 000-54582 Dear Ms. Howell: This letter is in response to the Securities and Exchange Commission’s comment lette

October 29, 2012 EX-10.3

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

EX-10.3 7 exhibit103.htm CONSULTING AGREEMENT WITH MARICHELLE STOPPENHAGEN Exhibit 10.3 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the “Effective Date”) by and between MySkin, Inc., a California corporation (the “Company”), and Mariche

October 29, 2012 EX-10.2

REVOLVING PROMISSORY NOTE

EX-10.2 6 exhibit102.htm REVOLVING PROMISSORY NOTE AND SECURITY AGREEMENT Exhibit 10.2 Exhibit 10.2 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFF

October 29, 2012 EX-3.3

MySkin, Inc. of the Audit Committee of the Board of Directors

Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the “Board”) of MySkin, Inc. (the “Company”), hereby confirms the role of the Audit Committee (the “Committee”) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting practices, and the quality and integrity of the fi

October 29, 2012 EX-3.1

ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION mySkin, Inc.

EX-3.1 2 exhibit31.htm ARTICLES OF INCORPORATION Exhibit 3.1 ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION OF mySkin, Inc. FIRST. The name of the corporation is mySkin, Inc. SECOND. The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corpo

October 29, 2012 EX-3.2

BYLAWS mySkin, Inc. ARTICLE I

Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual meeting, except as limited by the notice requi

October 29, 2012 EX-10.1

FACILITIES AND MANAGEMENT SERVICES AGREEMENT

Exhibit 10.1 FACILITIES AND MANAGEMENT SERVICES AGREEMENT THIS FACILITIES AND MANAGEMENT SERVICES AGREEMENT is entered into and made effective as of March 1, 2009, by and between Maria Teresa Agner, M.D. and Maria Teresa Agner, MD, Inc., a California Professional Corporation, hereinafter collectively referred to as (“Doctor”) and MySkin, Inc., a California Corporation (“Company”). W I T N E S S E

October 29, 2012 10-12G/A

- MYSKIN, INC. 10-12G AMENDMENT 3

10-12G/A 1 myskin10-12ga3.htm MYSKIN, INC. 10-12G AMENDMENT 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 AMENDMENT No. 3 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 UNDER SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 MYSKIN, INC. (Exact name of registrant in its charter) Cal

October 29, 2012 EX-14.1

MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT

EX-14.1 8 exhibit141.htm CODE OF ETHICS Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employ

August 14, 2012 EX-10.3

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

Exhibit 10.3 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the “Effective Date”) by and between MySkin, Inc., a California corporation (the “Company”), and Marichelle Stoppenhagen (“Consultant”). WHEREAS, the Company desires to engage Con

August 14, 2012 CORRESP

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mySkin, Inc. August 14, 2012 VIA EDGAR AND FACSIMILE Ms. Pamela Howell Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Tel (202) 551-3357 Re: MySkin, Inc. (the “Company”) Form Amendment No. 2 10-12G Filed February 24, 2012 File No. 000-54582 Dear Ms. Howell: This letter is in response to the Securities and Exchange Commission’s comment let

August 14, 2012 EX-3.3

MySkin, Inc. of the Audit Committee of the Board of Directors

Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the “Board”) of MySkin, Inc. (the “Company”), hereby confirms the role of the Audit Committee (the “Committee”) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting practices, and the quality and integrity of the fi

August 14, 2012 EX-3.2

BYLAWS mySkin, Inc. ARTICLE I

EX-3.2 3 exhibit32.htm BYLAWS OF REGISTRANT Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual me

August 14, 2012 EX-10.1

FACILITIES AND MANAGEMENT SERVICES AGREEMENT

Exhibit 10.1 FACILITIES AND MANAGEMENT SERVICES AGREEMENT THIS FACILITIES AND MANAGEMENT SERVICES AGREEMENT is entered into and made effective as of March 1, 2009, by and between Maria Teresa Agner, M.D. and Maria Teresa Agner, MD, Inc., a California Professional Corporation, hereinafter collectively referred to as (“Doctor”) and MySkin, Inc., a California Corporation (“Company”). W I T N E S S E

August 14, 2012 EX-10.2

REVOLVING PROMISSORY NOTE

Exhibit 10.2 Exhibit 10.2 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR

August 14, 2012 EX-14.1

MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT

EX-14.1 8 exhibit141.htm CODE OF ETHICS Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employ

August 14, 2012 10-12G/A

- MYSKIN, INC. 10-12G AMENDMENT 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 AMENDMENT No. 2 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 UNDER SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 MYSKIN, INC. (Exact name of registrant in its charter) California 26-1391338 (State or jurisdiction of incorporation or

August 14, 2012 EX-3.1

ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION mySkin, Inc.

Exhibit 3.1 ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION OF mySkin, Inc. FIRST. The name of the corporation is mySkin, Inc. SECOND. The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking b

February 24, 2012 EX-10.1

FACILITIES AND MANAGEMENT SERVICES AGREEMENT

Exhibit 10.1 FACILITIES AND MANAGEMENT SERVICES AGREEMENT THIS FACILITIES AND MANAGEMENT SERVICES AGREEMENT is entered into and made effective as of March 1, 2009, by and between Maria Teresa Agner, M.D. and Maria Teresa Agner, MD, Inc., a California Professional Corporation, hereinafter collectively referred to as (“Doctor”) and MySkin, Inc., a California Corporation (“Company”). W I T N E S S E

February 24, 2012 EX-3.1

ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION mySkin, Inc.

EX-3.1 2 exhibit31.htm ARTICLES OF INCORPORATION Exhibit 3.1 ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION OF mySkin, Inc. FIRST. The name of the corporation is mySkin, Inc. SECOND. The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corpo

February 24, 2012 EX-10.3

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

Exhibit 10.3 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the “Effective Date”) by and between MySkin, Inc., a California corporation (the “Company”), and Marichelle Stoppenhagen (“Consultant”). WHEREAS, the Company desires to engage Con

February 24, 2012 EX-10.2

REVOLVING PROMISSORY NOTE

Exhibit 10.2 Exhibit 10.2 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR

February 24, 2012 CORRESP

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mySkin, Inc. February 24, 2012 VIA EDGAR AND FACSIMILE Ms. Pamela Howell Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Tel (202) 551-3357 Re: MySkin, Inc. (the ?Company?) Form 10-12G Filed January 17, 2012 File No. 000-54582 Dear Ms. Howell: This letter is in response to the Securities and Exchange Commission?s comment letter dated Febru

February 24, 2012 EX-3.2

BYLAWS mySkin, Inc. ARTICLE I

Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual meeting, except as limited by the notice requi

February 24, 2012 EX-14

MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT

Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employees and stockholders. MySkin's business

February 24, 2012 10-12G/A

- MYSKIN, INC. 10-12G AMENDMENT 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 AMENDMENT No. 1 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 UNDER SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 MYSKIN, INC. (Exact name of registrant in its charter) California 26-1391338 (State or jurisdiction of incorporation or

February 24, 2012 EX-3.3

MySkin, Inc. of the Audit Committee of the Board of Directors

EX-3.3 4 exhibit33.htm AUDIT COMMITTEE CHARTER Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the “Board”) of MySkin, Inc. (the “Company”), hereby confirms the role of the Audit Committee (the “Committee”) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting pra

February 23, 2012 CORRESP

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mySkin, Inc. February 23, 2012 VIA EDGAR AND FACSIMILE Ms. Pamela Howell Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Tel (202) 551-3357 Re: MySkin, Inc. (the ?Company?) Form 10-12G Filed January 17, 2012 File No. 000-54582 Dear Ms. Howell: This letter is in response to the Securities and Exchange Commission?s comment letter dated Febru

January 17, 2012 EX-3.1

ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION mySkin, Inc.

Exhibit 3.1 ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION OF mySkin, Inc. FIRST. The name of the corporation is mySkin, Inc. SECOND. The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking b

January 17, 2012 EX-10.2

REVOLVING PROMISSORY NOTE

EX-10.2 6 exhibit102.htm REVOLVING PROMISSORY NOTE AND SECURITY AGREEMENT Exhibit 10.2 Exhibit 10.2 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFF

January 17, 2012 EX-3.3

MySkin, Inc. of the Audit Committee of the Board of Directors

EX-3.3 4 exhibit33.htm AUDIT COMMITTEE CHARTER Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the “Board”) of MySkin, Inc. (the “Company”), hereby confirms the role of the Audit Committee (the “Committee”) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting pra

January 17, 2012 EX-14.1

MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT

EX-14.1 7 exhibit141.htm CODE OF ETHICS Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employ

January 17, 2012 EX-3.2

BYLAWS mySkin, Inc. ARTICLE I

EX-3.2 3 exhibit32.htm BYLAWS OF REGISTRANT Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual me

January 17, 2012 10-12G

Common Stock

10-12G 1 myskin10-12g.htm MYSKIN, INC. 10-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of 1934 UNDER SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934 MYSKIN, INC. (Exact name of registrant in its charter) California 26-1391338 (State or jur

January 17, 2012 EX-10.1

FACILITIES AND MANAGEMENT SERVICES AGREEMENT

EX-10.1 5 exhibit101.htm FACILITIES AND MANAGEMENT SERVICES AGREEMENT Exhibit 10.1 FACILITIES AND MANAGEMENT SERVICES AGREEMENT THIS FACILITIES AND MANAGEMENT SERVICES AGREEMENT is entered into and made effective as of March 1, 2009, by and between Maria Teresa Agner, M.D. and Maria Teresa Agner, MD, Inc., a California Professional Corporation, hereinafter collectively referred to as (“Doctor”) an

April 11, 2011 RW

MySkin, Inc. 410 32nd St. Ste. 203 Newport Beach, CA 92663

MySkin, Inc. 410 32nd St. Ste. 203 Newport Beach, CA 92663 April 11, 2011 VIA ELECTRONIC SUBMISSION Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: MySkin, Inc. Amendment No. 4 to Registration Statement on Form S-1 Filed April 28, 2009 File No. 333-152340 Dear Sir or Madam: Pursuant to Rule 477 promulgated under the Securities Act o

April 28, 2009 EX-10.6

FACILITIES AND MANAGEMENT SERVICES AGREEMENT

Exhibit 10.6 FACILITIES AND MANAGEMENT SERVICES AGREEMENT THIS FACILITIES AND MANAGEMENT SERVICES AGREEMENT is entered into and made effective as of March 1, 2009, by and between Maria Teresa Agner, M.D. and Maria Teresa Agner, MD, Inc., a California Professional Corporation, hereinafter collectively referred to as (?Doctor?) and MySkin, Inc., a California Corporation (?Company?). W I T N E S S E

April 28, 2009 EX-10.4

COMMERCIAL LEASE

EX-10.4 9 ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 COMMERCIAL LEASE 1. Parties: This Commercial Lease Agreement (“Lease is entered into between MySkin, Inc. (“Lessee”) and American Blacktop Inc./ Darrin Wilson (“Lessor”). 2. Premises: Lessor rents to Lessee, and Lessee rents from Lessor one Office Situated at: 811 Victoria Street in the City of Costa Mesa, State of California-92627, also described as

April 28, 2009 EX-24.1

Power of Attorney

Exhibit 24.1 Power of Attorney We, the undersigned directors and officers of MySkin, Inc., do hereby constitute and appoint Marichelle Stoppenhagen or either of them, our true and lawful attorneys and agents, to do any and all acts and things in our name and behalf in our capacities as directors and officers and to execute any and all instruments for us and in our names in the capacities indicated

April 28, 2009 EX-3.2

BYLAWS mySkin, Inc. ARTICLE I

Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual meeting, except as limited by the notice requi

April 28, 2009 EX-14.1

MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT

EX-14.1 12 ex14-1.htm EXHIBIT 14.1 Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employees a

April 28, 2009 EX-10.2

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

Exhibit 10.2 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the ?Effective Date?) by and between MySkin, Inc., a California corporation (the ?Company?), and Marichelle Stoppenhagen (?Consultant?). WHEREAS, the Company desires to engage Con

April 28, 2009 EX-3.1

ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION mySkin, Inc.

Exhibit 3.1 ENDORSED-FILED In the office of the Secretary of State of the State of California NOVEMBER 15, 2007 ARTICLES OF INCORPORATION OF mySkin, Inc. FIRST. The name of the corporation is mySkin, Inc. SECOND. The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking b

April 28, 2009 EX-10.1

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

Exhibit 10.1 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the ?Effective Date?) by and between MySkin, Inc., a California corporation (the ?Company?), and Venor, Inc. (?Consultant?). WHEREAS, the Company desires to engage Consultant to p

April 28, 2009 EX-10.5

RETAINER AGREEMENT MEDICAL DIRECTOR

Exhibit 10.5 RETAINER AGREEMENT MEDICAL DIRECTOR This Agreement is entered into on this 23 day of October, 2008 between Maria Teresa Agner, Inc. hereinafter referred to as MEDICAL DIRECTOR, and mySkin, Inc., hereinafter referred to as COMPANY. WHEREAS the COMPANY desires to retain the services of MEDICAL DIRECTOR, and WHEREAS the MEDICAL DIRECTOR is desirous of offering certain services, it is the

April 28, 2009 EX-3.3

MySkin, Inc. of the Audit Committee of the Board of Directors

Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the ?Board?) of MySkin, Inc. (the ?Company?), hereby confirms the role of the Audit Committee (the ?Committee?) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting practices, and the quality and integrity of the fi

April 28, 2009 S-1/A

As filed with the Securities and Exchange Commission on April 28, 2009

As filed with the Securities and Exchange Commission on April 28, 2009 Registration No.

April 28, 2009 EX-10.3

REVOLVING PROMISSORY NOTE

Exhibit 10.3 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE COMPANY

November 7, 2008 EX-10.1

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

Exhibit 10.1 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the ?Effective Date?) by and between MySkin, Inc., a California corporation (the ?Company?), and Venor, Inc. (?Consultant?). WHEREAS, the Company desires to engage Consultant to p

November 7, 2008 EX-10.2

MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT

Exhibit 10.2 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the ?Effective Date?) by and between MySkin, Inc., a California corporation (the ?Company?), and Marichelle Stoppenhagen (?Consultant?). WHEREAS, the Company desires to engage Con

November 7, 2008 EX-3.1

ENDORSED-FILED In the office of the Secretary of State of the State of California NOV 15 2007 ARTICLES OF INCORPORATION mySkin, Inc.

Exhibit 3.1 ENDORSED-FILED In the office of the Secretary of State of the State of California NOV 15 2007 ARTICLES OF INCORPORATION OF mySkin, Inc. FIRST. The name of the corporation is mySkin, Inc. SECOND. The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking busines

November 7, 2008 EX-3.3

MySkin, Inc. of the Audit Committee of the Board of Directors

Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the ?Board?) of MySkin, Inc. (the ?Company?), hereby confirms the role of the Audit Committee (the ?Committee?) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting practices, and the quality and integrity of the fi

November 7, 2008 EX-10.3

REVOLVING PROMISSORY NOTE

Exhibit 10.3 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL FOR THE COMPANY

November 7, 2008 EX-10.4

This Commercial Lease Agreement (“Lease is entered into between

COMMERCIAL LEASE 1. Parties: This Commercial Lease Agreement (?Lease is entered into between MySkin, Inc. (?Lessee?) and American Blacktop Inc./ Darrin Wilson (?Lessor?). 2. Premises: Lessor rents to Lessee, and Lessee rents from Lessor one Office Situated at: 811 Victoria Street in the City of Costa Mesa, State of California-92627, also described as of which Lessor is the Agent for owner, subject

November 7, 2008 EX-14.1

MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT

EX-14.1 11 ex14-1.htm EXHIBIT 14.1 Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employees a

November 7, 2008 EX-10.5

RETAINER AGREEMENT MEDICAL DIRECTOR

Exhibit 10.5 RETAINER AGREEMENT MEDICAL DIRECTOR This Agreement is entered into on this 23 day of October, 2008 between medical doctor, hereinafter referred to as MEDICAL DIRECTOR, and mySkin, Inc., hereinafter referred to as COMPANY. WHEREAS the COMPANY desires to retain the services of MEDICAL DIRECTOR, and WHEREAS the MEDICAL DIRECTOR is desirous of offering certain services, it is therefore mu

November 7, 2008 EX-24.1

Power of Attorney

EX-24.1 13 ex24-1.htm EXHIBIT 24.1 Exhibit 24.1 Power of Attorney We, the undersigned directors and officers of MySkin, Inc., do hereby constitute and appoint Marichelle Stoppenhagen or either of them, our true and lawful attorneys and agents, to do any and all acts and things in our name and behalf in our capacities as directors and officers and to execute any and all instruments for us and in ou

November 7, 2008 S-1/A

As filed with the Securities and Exchange Commission on November 7, 2008

60; As filed with the Securities and Exchange Commission on November 7, 2008 Registration No.

November 7, 2008 EX-3.2

BYLAWS mySkin, Inc. ARTICLE I

Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual meeting, except as limited by the notice requi

September 18, 2008 EX-3.3

Audit Committee Charter, dated May 27, 2008

Exhibit 3.3 MySkin, Inc. Charter of the Audit Committee of the Board of Directors The Board of Directors (the ?Board?) of MySkin, Inc. (the ?Company?), hereby confirms the role of the Audit Committee (the ?Committee?) to advise the Board with respect to fulfilling its oversight responsibilities relating to corporate accounting, financial reporting practices, and the quality and integrity of the fi

September 18, 2008 S-1/A

0; As filed with the Securities and Exchange Commission on September 18, 2008

0; As filed with the Securities and Exchange Commission on September 18, 2008 Registration No.

September 18, 2008 EX-24.1

Power of Attorney

EX-24.1 11 ex24-1.htm Exhibit 24.1 Power of Attorney We, the undersigned directors and officers of MySkin, Inc., do hereby constitute and appoint Marichelle Stoppenhagen or either of them, our true and lawful attorneys and agents, to do any and all acts and things in our name and behalf in our capacities as directors and officers and to execute any and all instruments for us and in our names in th

September 18, 2008 EX-14.1

Code of Ethics, dated May 27, 2008

EX-14.1 9 ex14-1.htm Exhibit 14.1 MySkin, Inc. CODE OF BUSINESS ETHICS AND CONDUCT Overview Policy Statement MySkin is committed to complying with all applicable laws and regulations and to adhering to the highest ethical standards in the conduct of its business. This is not just a matter of being a good corporate citizen. It is essential to the long-term interests of our employees and stockholder

September 18, 2008 EX-10.2

Agreement with Marichelle Stoppenhagen

EX-10.2 7 ex10-2.htm Exhibit 10.2 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the “Effective Date”) by and between MySkin, Inc., a California corporation (the “Company”), and Marichelle Stoppenhagen (“Consultant”). WHEREAS, the Company

September 18, 2008 EX-10.1

Agreement with Venor, Inc.

EX-10.1 6 ex10-1.htm Exhibit 10.1 MySkin, Inc. CONSULTING, CONFIDENTIALITY AND PROPRIETARY RIGHTS AGREEMENT This Consulting, Confidentiality and Proprietary Rights Agreement ("Agreement") is entered into as of the 1stth day of December, 2007(the “Effective Date”) by and between MySkin, Inc., a California corporation (the “Company”), and Venor, Inc. (“Consultant”). WHEREAS, the Company desires to e

September 18, 2008 EX-3.2

Bylaws of Registrant

Exhibit 3.2 BYLAWS OF mySkin, Inc. ARTICLE I Shareholders Section 1.1. Annual Meetings. An annual meeting of shareholders shall be held for the election of directors on a date and at a time and place either within or without the State of California fixed by resolution of the Board of Directors. Any other proper business may be transacted at the annual meeting, except as limited by the notice requi

September 18, 2008 EX-10.3

Revolving Promissory Note

EX-10.3 8 ex10-3.htm Exhibit 10.3 THIS REVOLVING PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COU

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