Security-Holder Rights

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2017     PARK CITY GROUP, INC. (Exact name of Registrant as specified in its Charter)     Nevada 001-34941 37-1454128 (State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)   299 South Main Street, Suite 2225, Salt Lake City, Utah 84111   (Address of principal executive offices)       (435) 645-2000   (Registrant’s Telephone Number)       Not Applicable   (Former name or 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 the registrant under any of the following provisions (see General Instruction A.2. below):   ☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐  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 3.03 Material Modification to Rights of Security Holders.   On July 25, 2017, Park City Group, Inc. (the “ Company ”) received confirmation that Amendment No. 1 to the First Amended and Restated Certificate of Designation of the Relative Rights, Powers and Preferences of the Series B-1 Preferred Stock (the “ B-1 Amendment ”) was filed with the Nevada Secretary of State, effective July 21, 2017. The B-1 Amendment increases the number of shares of the Company’s preferred stock, par value $0.01 per share, designated as Series B-1 Preferred Stock from 400,000 to 550,000 shares.   A copy of the B-1 Amendment is attached hereto as Exhibit 4.1, and is incorporated by reference herein. The foregoing description of the B-1 Amendment does not purport to be complete, and is qualified in its entirety by reference to Exhibit 4.1.   Item 9.01 Financial Statements and Exhibits.   See Exhibit Index.             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.                 PARK CITY GROUP, INC.         Date: July 28, 2017   By:  /s/ Edward L. Clissold       Edward L. Clissold       General Counsel, Secretary                     EXHIBIT INDEX   Exhibit Number   Description 4.1   Amendment No. 1 to the First Amended and Restated Certificate of Designation of the Relative Rights, Powers and Preferences of the Series B-1 Preferred Stock of Park City Group, Inc.