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EX-4 - EXHIBIT 4.4 - United Cannabis Corpform8kitem302ex44july-17.txt


                                  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 18, 2017

                           UNITED CANNABIS CORPORATION
                   -------------------------------------------
               (Exact name of registrant as specified in charter)

                                    Colorado
                ------------------------------------------------
         (State or other Jurisdiction of Incorporation or Organization)


                              1600 Broadway, Suite 1600
      000-54582                    Denver, CO 80202               46-5221947
----------------------   -----------------------------------  ------------------
   (Commission File        (Address of Principal Executive       (IRS Employer
       Number)                         Offices                  Identification
                                    and Zip Code)                   Number)


                                 (303) 386-7321
                  -------------------------------------------
              (Registrant's telephone number, including area code)


                                       N/A
              ----------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing  obligation  of  registrant  under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[ ]  Soliciting  material  pursuant  to  Rule  14a-12(b)  under  the  Exchange
     Act  (17 CFR 240.14a-12(b))

[ ]  Pre-commencement  communications  pursuant to Rule 14d-2(b)  under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement  communications  pursuant to Rule 13e-4(c)  under the
     Exchange Act (17 CFR 240.13e-4(c))


Item 3.02. Unregistered Sale of Equity Securities. On July 18, 2017, the Company's directors authorized the Company's Series A preferred stock. The designation of the rights, preferences and limitations of the Series A preferred stock is filed as Exhibit 4.4 to this report. Each Series A preferred share is convertible into one share of the Company's common stock. On July 18, 2017, the Company issued shares of its Series A preferred stock to the persons, in the amounts and for the consideration shown below. Series A Name Preferred Share Consideration Earnest Blackmon 1,000 $1,100 Chad Ruby 500 $ 550 Tony Verzura 500 $ 550 Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year See Item 3.02 of this report. Item 9.01 Financial Statements and Exhibits Exh. No. Description -------- ----------- 4.4 Certificate of Designation of Series A Preferred Stock
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UNITED CANNABIS CORPORATION Dated: July 19, 2017 By: /s/ Earnest Blackmon ----------------------------- Earnest Blackmon Chief Executive Officer