CUR MEDIA, INC. (Form: 8-K, Received: 04/25/2014 17:28:36)

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 21, 2014

(Exact Name of Registrant as Specified in Charter)

Delaware		333-183760		99-0375741
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2217 New London Turnpike

South Glastonbury, CT 06073

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (860) 430-1520

N/A

(Former Name of 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 the registrant under any of the following provisions ( see General Instruction A.2. below):

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

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

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

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

Item 1.01 Entry into a Material Definitive Agreement.

On April 21, 2014, we amended our 2014 Equity Incentive Plan (the “2014 Plan”) to increase the total number of shares of our common stock reserved for issuance thereunder from 4,000,000 (after adjustment for our 16.503906-for-one forward stock split, in the form of a dividend, effective as of February 14, 2014) to 4,250,000.

The First Amendment to the 2014 Plan is filed as Exhibit 10.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number		Description

10.1		First Amendment to 2014 Equity Incentive Plan of CÜR Media, Inc.

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.

	CÜR MEDIA, INC.

Date: April 25, 2014	By:	/s/ Thomas Brophy
		Name: Thomas Brophy
		Title: Chief Executive Officer

CÜR MEDIA, INC.

FIRST AMENDMENT TO

2014 EQUITY INCENTIVE PLAN

Pursuant to Sections 4(a) and 12(b)(i) of the CÜR Media, Inc. 2014 Equity Incentive Plan (the “Plan”), the Board of Directors hereby amends the Plan as set forth below. Unless otherwise defined herein, capitalized terms used in this Amendment shall have the meaning given to them in the Plan.

1. Subsection 6(a) of the Plan is amended in its entirety to read as follows:

“(a) Plan Reserve . An aggregate of Four Million Two Hundred Fifty Thousand (4,250,000) Shares are reserved for issuance under this Plan, all of which may be issued as any form of Award; provided, however, that Awards for a maximum of Four Hundred Thousand (400,000) Shares may be granted during the first twelve (12) months following the Effective Date of this Plan to Tom Brophy, the Company’s intended President and Chief Executive Officer.”

2. All other terms and provisions of the Plan shall remain in full force and effect.

IN WITNESS WHEREOF, this First Amendment has been executed by order of the Board of Directors of CÜR Media, Inc. as of April 21, 2014.

	CÜR MEDIA, INC.

	By:	/s/ Thomas Brophy
		Name: Thomas Brophy
		Title: Chief Executive Officer