$DIGP Form 8-K

Item 3.02 Unregistered Sales of Equity Securities.On March 15, 2016, DigiPath, Inc., a Nevada corporation (the “Company”), sold William H. Bokovoy 1,666,667 “Units” at a price of $0.15 per Unit, each Unit consisting of one share of the Company’s common stock and a three (3) year warrant to purchase one share of the Company’s common stock at an exercise price of $0.30 per share. Proceeds to the Company from the sale of the Units in the offering were $250,000. The Company previously sold Mr. Bokovoy 333,334 Units, on the same terms, in January 2016, resulting in gross proceed to the Company of $50,000. The issuances to Mr. Bokovoy were exempt from registration pursuant to
Section 4(a)(2) of the Securities Act of 1933 and Regulation D promulgated thereunder.

A form of the Warrant issued to Mr. Bokovoy is attached hereto as Exhibit 4.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.(d) Exhibits.

Exhibit 4.1 Form of Warrant to Purchase Common Stock, dated March 15, 2016.