U. S. Securities and Exchange Commission

Washington, D. C. 20549

 

FORM 10-Q/A

(Amendment No. 1)

 

x

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2017

 

¨

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _________ to _________

 

Commission File No. 000-53462

 

VNUE, INC.

(Name of Registrant in its Charter)

 

Nevada

 

98-0543851

(State of Other Jurisdiction of incorporation or organization)

 

(I.R.S. Employer I.D. No.)

 

104 West 29th Street, 11th Floor, New York, NY 10001

(Address of Principal Executive Offices)

 

Issuer’s Telephone Number: 857-777-6190

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.) Yes ¨ No x

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes ¨ No x

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check One)

 

Large accelerated filer

¨ Accelerated filer

¨

Non-accelerated filer

¨

Smaller reporting company

x

 

APPLICABLE ONLY TO CORPORATE ISSUERS:

 

Indicate the number of shares outstanding of each of the Registrant’s classes of common stock, as of the latest practicable date:

 

September 30, 2017

Common Voting Stock: 69,244,707

 

 
 
 
 

 

EXPLANATORY NOTE

 

VNUE, Inc. is filing this Amendment No. 1 (the “Form 10-Q/A”) to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 (the “Form 10-Q”), filed with the U.S. Securities and Exchange Commission (“SEC”) on November 14, 2017, for the sole purpose of furnishing the Interactive Data File as Exhibit 101 in accordance with Rule 405(a)(2) of Regulation S-T.

 

No other changes have been made to the Form 10-Q. This Form 10-Q/A continues to speak as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update any related disclosures made in the Form 10-Q.

 

 
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PART II. OTHER INFORMATION

 

ITEM 6. EXHIBITS

 

Exhibits

 

Exhibit Number

 

Description of Exhibits

3.1

 

Articles of Incorporation (1)

3.2

 

Bylaws (2)

31.1

 

Certification of the Chief Executive Officer and Principal Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act (3)

32.1

 

Certification of the Chief Executive Officer and Principal Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act (3)

101.INS

 

XBRL Instance Document (4)

101.SCH

 

XBRL Taxonomy Schema (4)

101.CAL

 

XBRL Taxonomy Calculation Linkbase (4)

101.DEF

 

XBRL Taxonomy Definition Linkbase (4)

101.LAB

 

XBRL Taxonomy Label Linkbase (4)

101.PRE

 

XBRL Taxonomy Presentation Linkbase (4)

___________

(1)

Included as an exhibit with our Form SB-2 filed October 13, 2006.

(2)

Included as an exhibit with our Form 8-K filed February 1, 2011.

(3)

Previously filed or furnished with our Quarterly Report on Form 10-Q filed November 14, 2017

(4)

Filed herein

 

 
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SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Registrant

VNUE, Inc.

 

 

 

 

Date: November 17, 2017

By:

/s/ Zach Bair

 

 

Zach Bair

 

 

Chief Executive Officer and Principal Accounting Officer

 

 

 

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