UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

WASHINGTON,
D.C. 20549



Amendment
No. 1

To

FORM
10-K



(Mark
One)



|[X] | ANNUAL
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|--- | ----------------------------------------------------------------------------------------



For
the fiscal year ended December 31, 2016

or



|[  ] | TRANSITION
    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|---- | --------------------------------------------------------------------------------------------



Commission
File Number 000-54928



NOTIS
GLOBAL, INC.

(Exact
name of registrant as specified in its charter)



|Nevada                                                                                 |  | 45-3992444                                                  
|-------------------------------------------------------------------------------------- |  | ------------------------------------------------------------
|(State
        or Other Jurisdiction of
        Incorporation
        or Organization) |  | (I.R.S.
        Employer
        Identification
        No.)



|1715
    Highway 35 North, Suite 101         |  |               
|-------------------------------------------- |  | --------------
|Middletown,
    NJ                           |  | 07748         
|(Address
    of Principal Executive Offices) |  | (Zip
    Code)



(800)
762-1452

(Issuer’s
Telephone Number, Including Area Code)



Securities
registered pursuant to Section 12(b) of the Act: None



Securities
registered under Section 12(g) of the Exchange Act:



Common
Stock, Par Value $0.001 Per Share

(Title
of Class)



Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [  ]
No [X]



Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes [  ]
No [X]



Indicate
by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act
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 [  ] No [X]



Indicate
by check mark whether the registrant has submitted electronically, if any, every Interactive Data File required to be submitted
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 such files). Yes [  ] No [X]



Indicate
by check mark if disclosure of delinquent filers in response to Item 405 of Regulation S-K (§ 229.405) is not contained herein,
and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated
by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [  ]



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 definitions of a “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 [X]    |  | Smaller
    Reporting Company [X]
|                                 |  |                                  
|                                 |  | Emerging
    growth company [X]  



If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]



Indicate
by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ] No
[X]



As
of June 30, 2016, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate
market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the
common equity was last sold on the OTC markets on June 30, 2016 was $592,086.



As
of January 2, 2019, the Company had 9,982,923,868 shares of common stock, par value $0.001 per share, outstanding.


















Explanatory
Note



This
Amendment No. 1 (this “Amendment”) to the annual report on Form 10-K of Notis Global, Inc. (the “Company”)
for the year ended December 31, 2016, as filed with the Securities and Exchange Commission on January 8, 2019 (“Original
Filing”), is being filed solely to correct a typographical error on the cover page of the Original Filing, to check
the box marked “No” with respect to whether the Company is a shell company, as defined in Rule 12b-2 of the Securities
Exchange Act of 1934.



Except
as stated herein, this Amendment does not reflect events occurring after the Original Filing and no attempt has been made in this
Amendment to modify or update other disclosures as presented in the Original Filing.











Item
15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES



|3. | Exhibit
    Index
|-- | -----------------



The
following is a list of exhibits filed as part of this Form 10-K:



EXHIBIT
INDEX



|3.1 | Articles
    of Incorporation filed with the Secretary of State on June 16, 1977 (1)                                 
|--- | ---------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                      
|3.2 | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on September 18, 1998 (1)
|    |                                                                                                                      
|3.3 | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on May 12, 2000 (1)      
|    |                                                                                                                      
|3.4 | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on November 16, 2006 (1) 
|    |                                                                                                                      
|3.5 | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on January 11, 2008 (1)  
|    |                                                                                                                      
|3.6 | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on August 4, 2009 (1)    
|    |                                                                                                                      
|3.7 | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on August 21, 2009 (1)   
|    |                                                                                                                      
|3.8 | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on February 14, 2011 (1) 
|    |                                                                                                                      
|3.9 | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on August 30, 2011 (1)   











|3.10  | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on July 15, 2013 (2)                                               
|----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                
|3.11  | Certificate
    of Amendment of Articles of Incorporation filed with the Secretary of State on October 27, 2015 (45)                                           
|      |                                                                                                                                                                
|3.12  | Amended
    and Restated Bylaws of Medbox, Inc. dated July 11, 2013 (2)                                                                                        
|      |                                                                                                                                                                
|3.13  | Amendment
    No. 1 to Restated Bylaws of Medbox, Inc. dated December 16, 2014 (10)                                                                            
|      |                                                                                                                                                                
|3.14  | Amendment
    No. 2 to Amended and Restated Bylaws of Medbox Inc. dated December 22, 2014 (11)                                                                 
|      |                                                                                                                                                                
|3.15  | Articles
    of Merger, as filed with the Secretary of State of the State of Nevada on January 21, 2016 (44)                                                   
|      |                                                                                                                                                                
|10.9  | Form
    of Securities Purchase Agreement (5)                                                                                                                  
|      |                                                                                                                                                                
|10.10 | Form
    of Registration Rights Agreement (5)                                                                                                                  
|      |                                                                                                                                                                
|10.11 | Form
    of Debenture (5)                                                                                                                                      
|      |                                                                                                                                                                
|10.13 | Form
    of 2015 Siegel and Lowe Warrant (56)                                                                                                                  
|      |                                                                                                                                                                
|10.14 | Securities
    Purchased Agreement (9)                                                                                                                         
|      |                                                                                                                                                                
|10.15 | Registration
    Rights Agreement (9)                                                                                                                          
|      |                                                                                                                                                                
|10.16 | Form
    of Debenture (9)                                                                                                                                      
|      |                                                                                                                                                                
|10.17 | Amendment
    No. 1 to Securities Purchase Agreement (9)                                                                                                       
|      |                                                                                                                                                                
|10.18 | Agreement,
    dated January 21, 2015, by and among the Company, P. Vincent Mehdizadeh and PVM International, Inc., and Invent Chase, Incorporated
    (12)    
|      |                                                                                                                                                                
|10.19 | Voting
    Agreement, dated January 21, 2015, by and among the Company, P. Vincent Mehdizadeh, PVM International, Inc. and Vincent Chase,
    Incorporated (12)
|      |                                                                                                                                                                
|10.20 | Form
    of Purchase Agreement Amendment – July 2014 Financing (13)                                                                                            
|      |                                                                                                                                                                
|10.21 | Form
    of Amended and Restated Debenture – July 2014 Financing (13)                                                                                          
|      |                                                                                                                                                                
|10.22 | Form
    of Modified Debenture – July 2014 Financing (13)                                                                                                      
|      |                                                                                                                                                                
|10.23 | Form
    of Debenture Agreement Amendment – July 2014 Financing (13)                                                                                           
|      |                                                                                                                                                                
|10.24 | Form
    of Warrant – July 2014 Financing (13)                                                                                                                 
|      |                                                                                                                                                                
|10.25 | Form
    of Purchase Agreement Amendment – September 2014 Financing (13)                                                                                       
|      |                                                                                                                                                                
|10.26 | Form
    of Amended and Restated Debenture – September 2014 Financing (13)                                                                                     
|      |                                                                                                                                                                
|10.27 | Form
    of Modified Debenture – September 2014 Financing (13)                                                                                                 
|      |                                                                                                                                                                
|10.28 | Form
    of Debenture Agreement Amendment – September 2014 Financing (13)                                                                                      
|      |                                                                                                                                                                
|10.29 | Form
    of Warrant – September 2014 Financing (13)                                                                                                            















|10.30 | Form
    of Subordinated Convertible Siegel and Lowe Note (13)                                                                                                   
|----- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                  
|10.31 | Medbox,
    Inc. 2014 Equity Incentive Plan (15)                                                                                                                 
|      |                                                                                                                                                                  
|10.33 | Siegel
    Director Retention Agreement (19)+                                                                                                                    
|      |                                                                                                                                                                  
|10.35 | Form
    of Amendment to Director Retention Agreement (21)+                                                                                                      
|      |                                                                                                                                                                  
|10.39 | Exclusive
    Trademark and Patent License Agreement Between PVM International, Inc. and Medbox, Inc., dated as of April 1, 2013 (1)                             
|      |                                                                                                                                                                  
|10.40 | Promissory
    Note issued to PVMI dated January 1, 2012 (2)                                                                                                     
|      |                                                                                                                                                                  
|10.43 | Second
    Amended and Restated Technology License Agreement, dated February 27, 2014, between Bio-Tech Medical Software, Inc. and Medbox,
    Inc. (3)          
|      |                                                                                                                                                                  
|10.44 | Amendment
    to Purchase Agreement Amendment (22)                                                                                                               
|      |                                                                                                                                                                  
|10.45 | Written
    Waiver Agreement (22)                                                                                                                                
|      |                                                                                                                                                                  
|10.46 | Debenture
    Amendment Agreement (22)                                                                                                                           
|      |                                                                                                                                                                  
|10.47 | Amendment
    to Amendment Modification and Supplement to Securities Purchase Agreement, dated April 8, 2015 (23)                                                
|      |                                                                                                                                                                  
|10.48 | Second
    Amendment to Amendment Modification and Supplement to Securities Purchase Agreement, dated April 24, 2015 (23)                                        
|      |                                                                                                                                                                  
|10.49 | Second
    Written Waiver Agreement, dated April 24, 2015 (23)                                                                                                   
|      |                                                                                                                                                                  
|10.50 | Third
    Amendment to Amendment Modification and Supplement to Securities Purchase Agreement, dated May 15, 2015 (24)                                           
|      |                                                                                                                                                                  
|10.51 | Third
    Written Waiver Agreement, dated May 15, 2015 (24)                                                                                                      
|      |                                                                                                                                                                  
|10.53 | Promissory
    Note, dated June 30, 2015 (26)                                                                                                                    
|      |                                                                                                                                                                  
|10.55 | First
    Amendment to Voting Agreement, dated August 11, 2015 among the Company, the VM Group and each member of the board of directors
    of the Company (27) 
|      |                                                                                                                                                                  
|10.56 | Form
    of Securities Purchase Agreement, dated August 14, 2015 between the Company and the August 14 Investor (27)                                             
|      |                                                                                                                                                                  
|10.57 | Registration
    Rights Agreement, dated August 14, 2015 between the Company and the August 14 Investor (27)                                                     
|      |                                                                                                                                                                  
|10.58 | Form
    of Debenture between the Company and the August 14 Investor (27)                                                                                        
|      |                                                                                                                                                                  
|10.59 | Second
    Amendment to Voting Agreement, dated August 21, 2015 among the Company, the VM Group and each member of the board of directors
    of the Company (28)
|      |                                                                                                                                                                  
|10.60 | Securities
    Purchase Agreement, dated August 20, 2015 between the Company and the August 20 Investor (29)                                                     
|      |                                                                                                                                                                  
|10.61 | Registration
    Rights Agreement, dated August 20, 2015 between the Company and the August 20 Investor (29)                                                     















|10.62 | Form
    of Debenture under August 20 Securities Purchase Agreement (29)                                                                                                                                                                                                                                        
|----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|      |                                                                                                                                                                                                                                                                                                                 
|10.63 | Form
    of Warrant under August 20 Securities Purchase Agreement (29)                                                                                                                                                                                                                                          
|      |                                                                                                                                                                                                                                                                                                                 
|10.64 | Form
    of Security Agreement, dated August 21, 2015 between the Company and certain investors (29)                                                                                                                                                                                                            
|      |                                                                                                                                                                                                                                                                                                                 
|10.65 | First
    Amendment to Securities Purchase Agreement, dated September 4, 2015, among the Company and the August 14 Investor (30)                                                                                                                                                                                
|      |                                                                                                                                                                                                                                                                                                                 
|10.66 | Supplemental
    Agreement, dated September 18, 2015 between the Company and the September 2014 Investor (31)                                                                                                                                                                                                   
|      |                                                                                                                                                                                                                                                                                                                 
|10.67 | September
    2014 Warrant Amendment, dated September 18, 2015 (31)                                                                                                                                                                                                                                             
|      |                                                                                                                                                                                                                                                                                                                 
|10.68 | Side
    Letter, dated September 22, 2015, to Securities Purchase Agreements, dated August 14, 2015 and July 21, 2014, as amended,
    and the 10% Convertible Debentures issued thereunder, among the Company and the August 14 Investor (32)                                                                  
|      |                                                                                                                                                                                                                                                                                                                 
|10.69 | Supplemental
    Agreement, dated September 28, 2015 between the Company and the July 2014 Investor (33)                                                                                                                                                                                                        
|      |                                                                                                                                                                                                                                                                                                                 
|10.70 | July
    2014 Warrant Amendment, dated September 28, 2015 (33)                                                                                                                                                                                                                                                  
|      |                                                                                                                                                                                                                                                                                                                 
|10.71 | Side
    Letter, dated September 29, 2015, to Securities Purchase Agreement, dated September 19, 2014, as amended, the 5% Convertible
    Debenture issued April 3, 2015 thereunder, and Securities Purchase Agreement, dated August 20, 2015, as amended, among the
    Company and the August 20 Investor (34)
|      |                                                                                                                                                                                                                                                                                                                 
|10.72 | Purchase
    Agreement, dated October 14, 2015 between the Company and the October 2015 Investor (46)                                                                                                                                                                                                           
|      |                                                                                                                                                                                                                                                                                                                 
|10.73 | Form
    of Debenture between the Company and the October 2015 Investor (46)                                                                                                                                                                                                                                    
|      |                                                                                                                                                                                                                                                                                                                 
|10.74 | Agreement
    of Purchase and Sale of Membership Interest entered into July 23, 2015 between and East West Secured Development, LLC and
    the Company of 100% of the membership interest of EWSD I, LLC (35)                                                                                                  
|      |                                                                                                                                                                                                                                                                                                                 
|10.75 | Secured
    Promissory Note of EWSD (35)                                                                                                                                                                                                                                                                        
|      |                                                                                                                                                                                                                                                                                                                 
|10.76 | Deed
    of Trust securing Promissory Note (35)                                                                                                                                                                                                                                                                 
|      |                                                                                                                                                                                                                                                                                                                 
|10.77 | Assignment
    of Rents and Leases encumbering the real property (35)                                                                                                                                                                                                                                           
|      |                                                                                                                                                                                                                                                                                                                 
|10.78 | Unsecured
    Promissory Note (35)                                                                                                                                                                                                                                                                              
|      |                                                                                                                                                                                                                                                                                                                 
|10.79 | Second
    Supplemental Agreement dated November 16, 2015 between the Company and the August 20 Investor (36)                                                                                                                                                                                                   
|      |                                                                                                                                                                                                                                                                                                                 
|10.80 | Joint
    Venture Agreement, dated November 4, 2015, between Mark Marsh and the Company (47)                                                                                                                                                                                                                    
|      |                                                                                                                                                                                                                                                                                                                 
|10.81 | Second
    Amendment to Securities Purchase Agreement, dated December 9, 2015, between the Company and the August 14 Investor (48)                                                                                                                                                                              
|      |                                                                                                                                                                                                                                                                                                                 
|10.82 | Debenture
    Amendment and Restriction Agreement, dated December 24, 2016 among the Company and the August 14 Investor and the July 2015
    Investor (37)                                                                                                                                                     
|      |                                                                                                                                                                                                                                                                                                                 
|10.83 | Promissory
    Note, dated December 24, 2015, issued to the August 14 Investor (37)                                                                                                                                                                                                                             













|10.84  | Purchase
    and Assignment Agreement, dated December 28, 2015 among the August 14 Investor and certain affiliates thereof and the December
    2015 Investor (38)
|------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                   
|10.85  | Farming
    Agreement, dated December 18, 2015 among the Company, EWSD I, LLC, and Whole Hemp Company, LLC (38)^                                                  
|       |                                                                                                                                                                   
|10.86  | Grower’s
    Distributor Agreement, dated December 18, 2015 between the Company and Whole Hemp Company, LLC (38)^                                                 
|       |                                                                                                                                                                   
|10.87  | Form
    of Whole Hemp Warrant, dated December 18, 2015 (56)                                                                                                      
|       |                                                                                                                                                                   
|10.89  | February
    10 2016 Note Purchase Agreement, dated February 10, 2016 between the Company and the February 10 2016 Investor (40)                                  
|       |                                                                                                                                                                   
|10.90  | February
    10 2016 Form of Promissory Note (40)                                                                                                                 
|       |                                                                                                                                                                   
|10.91  | February
    18 2016 Investor Securities Purchase Agreement, dated February 18, 2016 between the Company and the February 18 2016 Investor
    (41)               
|       |                                                                                                                                                                   
|10.92  | February
    18 2016 Investor Form of Warrant (41)                                                                                                                
|       |                                                                                                                                                                   
|10.93  | March
    2016 Related Party Financing Form of Convertible Note (42)                                                                                              
|       |                                                                                                                                                                   
|10.94  | March
    2016 Related Party Financing Form of Warrant (42)                                                                                                       
|       |                                                                                                                                                                   
|10.95  | March
    15 2016 Investor Note Purchase Agreement, dated March 15, 2016 between the Company and the March 15 2016 Investor (43)                                  
|       |                                                                                                                                                                   
|10.96  | March
    15 2016 Investor First Promissory Note (43)                                                                                                             
|       |                                                                                                                                                                   
|10.97  | March
    15 2016 Investor Form of Second Promissory Note (43)                                                                                                    
|       |                                                                                                                                                                   
|10.99  | Form
    of Second Amendment to Director Retention Agreement+ (49)                                                                                                
|       |                                                                                                                                                                   
|10.100 | Form
    of Lock-Up Agreement (50)                                                                                                                                
|       |                                                                                                                                                                   
|10.101 | First
    Amended and Restated Grower’s Distributor Agreement, dated March 11, between EWSD I, LLC and Whole Hemp Company, LLC^
    (51)                          
|       |                                                                                                                                                                   
|10.102 | First
    Amended and Restated Farming Agreement dated March 14, between the Company, EWSD I, LLC and Whole Hemp Company, LLC^ (51)                               
|       |                                                                                                                                                                   
|10.103 | Administrative
    Services Agreement, dated March 14, between the Company and EWSD I, LLC (51)                                                                   
|       |                                                                                                                                                                   
|10.104 | Securities
    Purchase Agreement, dated May 20, 2016, between the Company and the May 23 2016 Investor (52)                                                      
|       |                                                                                                                                                                   
|10.105 | May
    23 2016 Investor Convertible Promissory Note (52)                                                                                                         
|       |                                                                                                                                                                   
|10.106 | Form
    of May 23 2016 Investor Note (52)                                                                                                                        
|       |                                                                                                                                                                   
|10.107 | Membership
    Interest Pledge Agreement, dated May 20, 2016, between the Company and the May 23 2016 Investor (52)                                               













|10.108  | Securities
    Purchase Agreement, dated June 22, 2016, between the Company and the June 22 2016 Investor (52)                                                     
|------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        |                                                                                                                                                                    
|10.109  | Equity
    Purchase Agreement, dated June 22, 2016, between the Company and the June 22 2016 Investor (52)                                                         
|        |                                                                                                                                                                    
|10.110  | Registration
    Rights Agreement, dated June 22, 2016, between the Company and the June 22 2016 Investor (52)                                                     
|        |                                                                                                                                                                    
|10.111  | June
    22 2016 Investor Convertible Bridge Debenture (52)                                                                                                        
|        |                                                                                                                                                                    
|10.112  | June
    22 2016 Investor Convertible Commitment Debenture (52)                                                                                                    
|        |                                                                                                                                                                    
|10.113  | Contract
    to Buy and Sell Real Estate, dated June 15, 2016 (52)                                                                                                 
|        |                                                                                                                                                                    
|10.114  | Securities
    Purchase Agreement, dated June 30, 2016, between the Company and the June 30 2016 Investor (52)                                                     
|        |                                                                                                                                                                    
|10.115  | Form
    of June 30 2016 Investor Convertible Debenture (52)                                                                                                       
|        |                                                                                                                                                                    
|10.116  | Security
    Agreement, dated June 30, 2016, between the Company and the June 30 2016 Investor (52)                                                                
|        |                                                                                                                                                                    
|10.117  | June
    30 2016 Investor Guarantee (52)                                                                                                                           
|        |                                                                                                                                                                    
|10.119  | Settlement
    Agreement and Mutual General Release, with effective date of August 16, 2017 (54)                                                                   
|        |                                                                                                                                                                    
|10.122  | Common
    Stock Purchase Warrant in favor of Trava LLC, dated March 16, 2017 (55)                                                                                 
|        |                                                                                                                                                                    
|10.123  | Management
    Services Agreement for the Pueblo, Colorado, facility between Trava LLC and the Company and certain of its subsidiaries, dated
    May 31, 2017 (55)
|        |                                                                                                                                                                    
|10.124  | Form
    of Convertible Note Purchase Agreement between Trava LLC and the Company (55)                                                                             
|        |                                                                                                                                                                    
|10.125  | Form
    of 10% Senior Secured Convertible Promissory Note between Trava LLC and the Company (55)                                                                  
|        |                                                                                                                                                                    
|10.126  | Form
    of Convertible Note Purchase Agreement between certain investors and the Company (55)                                                                     
|        |                                                                                                                                                                    
|10.127  | Form
    of 10% Senior Secured Convertible Promissory Note between certain investors and the Company (55)                                                          
|        |                                                                                                                                                                    
|10.128  | Form
    of Amended and Restated Security and Pledge Agreement of the Company in favor of certain investors (55)                                                   
|        |                                                                                                                                                                    
|10.129  | Exchange Agreement (57)                                                                                                                                            
|        |                                                                                                                                                                    
|10.130  | The Forbearance Agreement entered into with YA II PN, LTD, Hudson Street, LLC, and the Company on October 31, 2018. (57)                                           
|        |                                                                                                                                                                    
|10.131  | Management
    Services Agreement dated May 31, 2017 between the Company and EWSD I, LLC and Pueblo Agriculture Supply and Equipment LLC,
    and Trava LLC (55)   
|        |                                                                                                                                                                    
|21.1    | Subsidiaries of Notis Global, Inc. (57)                                                                                                                            
|        |                                                                                                                                                                    
|31.1    | Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                                                                            
|        |                                                                                                                                                                    
|32.1    | Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                                                                            
|        |                                                                                                                                                                    
|101.INS | XBRL
    Instance Document                                                                                                                                         
|        |                                                                                                                                                                    
|101.SCH | XBRL
    Taxonomy Extension Schema Document                                                                                                                        
|        |                                                                                                                                                                    
|101.CAL | XBRL
    Taxonomy Extension Calculation Linkbase Document                                                                                                          
|        |                                                                                                                                                                    
|101.DEF | XBRL
    Taxonomy Extension Definition Linkbase Document                                                                                                           
|        |                                                                                                                                                                    
|101.LAB | XBRL
    Taxonomy Extension Label Linkbase Document                                                                                                                
|        |                                                                                                                                                                    
|101.PRE | XBRL
    Taxonomy Extension Presentation Linkbase Document                                                                                                         















|(1)  | Incorporated
    by reference from the Registrant’s Registration Statement on Form 10 file no. 000-54928, originally filed on April 10,
    2013.                              
|---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                
|(2)  | Incorporated
    by reference from the Registrant’s Registration Statement on Form S-1, as amended, file no. 333-189993, originally filed
    on July 17, 2013.                
|     |                                                                                                                                                                                
|(3)  | Incorporated
    by reference from Amendment No. 1 to the Registrant’s Registration Statement on Form 10 file no. 000-54928, originally
    filed on May 13, 2014.             
|     |                                                                                                                                                                                
|(5)  | Incorporated
    by reference from Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on July 25,
    2014.                               
|     |                                                                                                                                                                                
|(6)  | Incorporated
    by reference from the Registrant’s Amendment to Current Report on Form 8-K/A (File No. 000-54928) filed with the Commission
    on July 29, 2014.             
|     |                                                                                                                                                                                
|(7)  | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on July
    29, 2014.                             
|     |                                                                                                                                                                                
|(8)  | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on August
    22, 2014.                           
|     |                                                                                                                                                                                
|(9)  | Incorporated
    by reference the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on September
    24, 2014.                           
|     |                                                                                                                                                                                
|(10) | Incorporated
    by reference the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on December
    22, 2014.                            
|     |                                                                                                                                                                                
|(11) | Incorporated
    by reference the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on December
    30, 2014.                            
|     |                                                                                                                                                                                
|(12) | Incorporated
    by reference the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on January
    26, 2015.                             
|     |                                                                                                                                                                                
|(13) | Incorporated
    by reference the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on February
    2, 2015.                             
|     |                                                                                                                                                                                
|(14) | Incorporated
    by reference to the Amendment No. 1 to the Registrant’s Registration Statement on Form 10 File No. 000-54928, filed
    with the Commission on March 31, 2014.
|     |                                                                                                                                                                                
|(15) | Incorporated
    by reference to the Registrant’s Registration Statement on Form S-8 (File No. 333-198441), filed with the Commission
    on August 28, 2014.                  
|     |                                                                                                                                                                                
|(16) | Incorporated
    by reference to Amendment No. 1 to the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the
    Commission on March 25, 2015.         
|     |                                                                                                                                                                                
|(17) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on October
    21, 2015.                          













|(18) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on March
    25, 2015.                                 
|---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                     
|(19) | Incorporated
    by reference to Amendment No. 2 to the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the
    Commission on March 25, 2015.              
|     |                                                                                                                                                                                     
|(20) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on February
    6, 2015.                                
|     |                                                                                                                                                                                     
|(21) | Incorporated
    by reference to the Registrant’s Annual Report on Form 10-K (File No. 000-54928) filed with the Commission on March
    26, 2015.                                  
|     |                                                                                                                                                                                     
|(22) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on April
    3, 2015.                                   
|     |                                                                                                                                                                                     
|(23) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on April
    24, 2015.                                  
|     |                                                                                                                                                                                     
|(24) | Incorporated
    by reference to Amendment No. 1 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-203299)
    filed with the Commission on May 11, 2015.
|     |                                                                                                                                                                                     
|(25) | Incorporated
    by reference to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-54928) filed with the Commission on August
    14, 2015.                              
|     |                                                                                                                                                                                     
|(26) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on July 7,
    2015.                                    
|     |                                                                                                                                                                                     
|(27) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on August
    19, 2015.                                 
|     |                                                                                                                                                                                     
|(28) | Incorporated
    by reference to the Registrant’s first Current Report on Form 8-K (File No. 000-54928) filed with the Commission on
    August 26, 2015.                           
|     |                                                                                                                                                                                     
|(29) | Incorporated
    by reference to the Registrant’s second Current Report on Form 8-K (File No. 000-54928) filed with the Commission on
    August 26, 2015.                          
|     |                                                                                                                                                                                     
|(30) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on September
    11, 2015.                              
|     |                                                                                                                                                                                     
|(31) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on September
    18, 2015.                              
|     |                                                                                                                                                                                     
|(32) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on September
    28, 2015.                              
|     |                                                                                                                                                                                     
|(33) | Incorporated
    by reference to the Registrant’s first Current Report on Form 8-K (File No. 000-54928) filed with the Commission on
    October 2, 2015.                           
|     |                                                                                                                                                                                     
|(34) | Incorporated
    by reference to the Registrant’s second Current Report on Form 8-K (File No. 000-54928) filed with the Commission on
    October 2, 2015.                          
|     |                                                                                                                                                                                     
|(35) | Incorporated
    by reference to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-54928) filed with the Commission on November
    12. 2015.                            
|     |                                                                                                                                                                                     
|(36) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on November
    17, 2015.                               













|(37) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on December
    29, 2015.                                                    
|---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |                                                                                                                                                                                                          
|(38) | Incorporated
    by reference from Post-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form S-1 (Registration
    No. 333-207464) filed with the Commission on January 20, 2016.
|     |                                                                                                                                                                                                          
|(39) | Incorporated
    by reference from the Registrant’s Amendment to Current Report on Form 8-K/A (File No. 000-54928) filed with the Commission
    on January 20, 2016.                                    
|     |                                                                                                                                                                                                          
|(40) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on February
    11 , 2016.                                                   
|     |                                                                                                                                                                                                          
|(41) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on February
    23, 2016.                                                    
|     |                                                                                                                                                                                                          
|(42) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on March
    18, 2016.                                                       
|     |                                                                                                                                                                                                          
|(43) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928) filed with the Commission on March
    22, 2016.                                                       
|     |                                                                                                                                                                                                          
|(44) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on January
    28, 2016.                                                    
|     |                                                                                                                                                                                                          
|(45) | Incorporated
    by reference to Amendment No. 1 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-207464)
    filed with the Commission on December 1, 2015.                 
|     |                                                                                                                                                                                                          
|(46) | Incorporated
    by reference to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-207464) filed with the Commission
    on October 16, 2015.                                    
|     |                                                                                                                                                                                                          
|(47) | Incorporated
    by reference to Amendment No. 2 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-207464)
    filed with the Commission on December 1, 2015.                 
|     |                                                                                                                                                                                                          
|(48) | Incorporated
    by reference to Amendment No. 3 to the Registrant’s Registration Statement on Form S-1 (Registration No. 333-207464)
    filed with the Commission on December 10, 2015.                
|     |                                                                                                                                                                                                          
|(49) | Incorporated
    by reference to Registrant’s Amendment No. 1 to Annual Report on Form 10-K (File No. 000-54928) filed with the Commission
    on April 29, 2016.                                        
|     |                                                                                                                                                                                                          
|(50) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on May 3,
    2016.                                                         
|     |                                                                                                                                                                                                          
|(51) | Incorporated
    by reference to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-54928) filed with the Commission on May
    20, 2016.                                                      
|     |                                                                                                                                                                                                          
|(52) | Incorporated
    by reference to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-54928) filed with the Commission on October
    21, 2016.                                                  
|     |                                                                                                                                                                                                          
|(53) | Incorporated
    by reference to Registrant’s Amendment No. 1 to the Current Report on Form 8-K (File No. 000-54928), filed with the
    Commission on May 5, 2017.                                      
|     |                                                                                                                                                                                                          
|(54) | Incorporated
    by reference to the Registrant’s Current Report on Form 8-K (File No. 000-54928), filed with the Commission on August
    23, 2017.                                                     
|     |                                                                                                                                                                                                          
|(55) | Incorporated
    by reference to the Registrant’s Quarterly Report on Form 10-Q (File No. 000-54928) filed with the Commission on December
    21, 2017.                                                 
|     |                                                                                                                                                                                                          
|(56) | Incorporated
    by reference to the Registrant’s Annual report on Form 10-K (File No. 000-54928) filed with the Commission on April
    13, 2016.                                                       
|     |                                                                                                                                                                                                          
|(57) | Incorporated
    by reference to the Registrant’s Annual report on Form 10-K (File No. 000-54928) filed with the Commission on January
    8, 2017.                                                      



|+   | Management
    compensatory arrangement
|--- | ---------------------------------------
|^   | Confidential
    treatment granted     
|*** | Furnished
    herewith                 



Item
16. Form 10-K Summary



Not
applicable.











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.



|                           | Notis
    Global, Inc.
|-------------------------- | ----------------------
|                           |                       
|Date:
    January 10, 2019 | By:                   
|                           |                       
|                           |                       
|                           |                       



Pursuant
to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf
of the Registrant and in the capacities and on the dates indicated.



|/s/
    Ned L. Siegel         |  |                        |  | January
    10, 2019
|----------------------------- |  | ---------------------- |  | --------------------
|Ned
    L. Siegel             |  | Executive
    Chairman |  |                     
|                              |  |                        |  |                     
|/s/
    Charles K. Miller*    |  |                        |  | January
    10, 2019
|Charles
    K. Miller         |  | Director               |  |                     
|                              |  |                        |  |                     
|/s/
    Andrew Kantarzhi*     |  |                        |  | January
    10, 2019
|Andrew
    Kantarzhi          |  | Director               |  |                     
|                              |  |                        |  |                     
|/s/
    Judith Hammerschmidt* |  |                        |  | January
    10, 2019
|Judith
    Hammerschmidt      |  | Director               |  |                     
|                              |  |                        |  |                     
|/s/
    Thomas Gallo*         |  |                        |  | January
    10, 2019
|Thomas
    Gallo              |  | Director               |  |                     



|*By: | /s/
    Ned L. Siegel |  | January
    10, 2019
|---- | --------------------- |  | --------------------
|     | Ned
    L. Siegel     |  |                     
|     | Attorney-in-Fact      |  |