UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

WASHINGTON,
D.C. 20549










FORM
10-K/A

AMENDMENT
No. 1










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



For
the fiscal year ended March 31, 2017



OR



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



For
the transition period from _________ to _________.



Commission
File Number: 000-53723














TAURIGA
SCIENCES, INC.

(Exact
name of registrant as specified in its charter)










|Florida                                      |  | 30-0791746             
|-------------------------------------------- |  | -----------------------
|(State
    or other jurisdiction of          |  | (IRS
    Employee      
|incorporation
    or organization)           |  | Identification
    No.)
|                                             |  |                        
|39
    Old Ridgebury Road                    |  |                        
|Danbury,
    CT                              |  | 06180                  
|(Address
    of principal executive offices) |  | (Zip
    Code)         



Registrant’s
telephone number, including area code: (917) 796-9926



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

None



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

Common
Stock, $0.00001 Par Value

(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 [X] No



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



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 issuer was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. [X] Yes [  ] No



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



Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) 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. [X]



Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company or, an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”,
“smaller reporting company”, and “emerging growth company”, in Rule 12b-2 of the Exchange Act.



|Large
    accelerated filer [  ]                |  | Accelerated
    filer [  ]       
|----------------------------------------------- |  | ---------------------------------
|Non-accelerated
    filer [  ]                  |  | Smaller
    reporting company [X]
|(Do
    not check if smaller reporting company) |  | Emerging
    growth company [  ] 



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 [X]
No



On
September 30, 2016, the last business day of the registrant’s most recently completed second quarter, the aggregate market
value of the Common Stock held by non-affiliates of the registrant was $5,076,996 based upon the closing price on that date of
the Common Stock of the registrant on the OTC Bulletin Board system of $0.0041. For purposes of this response, the registrant
has assumed that its directors, executive officers and beneficial owners of 5% or more of its Common Stock are deemed affiliates
of the registrant.



As
of as of July 7, 2017, the registrant had 2,072,881,613 shares of its Common Stock, $0.00001 par value, outstanding.


















EXPLANATORY
NOTE



On
July 7, 2017, Tauriga Sciences, Inc. (the “Company”) filed its Annual Report on Form 10-K for the fiscal year ended
March 31, 2017. This 10-K/A is being amended to correct the error in the originally reported trading range of the Company’s
stock for the period following the balance sheet date to the report date. The filed Form 10-K for the fiscal year ended
March 31, 2017 cited the low for that trading period as $0.008. The actual low closing price for the period subsequent to the
balance sheet date was $0.0008. Presented below is presented the entire subsection of Part II, Item 5. for Market information,
as corrected. The Company has also updated the cover page. No other items are being amended in this 10-K/A from the original
filing.





2







PART
II



ITEM
5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.



Market
for Common Equity



Market
information



The
Company’s common stock is traded on the OTC Bulletin Board under the symbol “TAUG.OB.” As of July 7,
2017, the Company’s common stock was held by 1,249 shareholders of record, which does not include shareholders whose shares
are held in street or nominee name.



The
following chart is indicative of the fluctuations in the stock prices:



|                   |  | For
    the Years Ended March 31, |       
|------------------ |  | --------------------------------- | ------
|                   |  | 2017                              |       
|                   |  | High                              |       
|                   |  |                                   |       
|First
    Quarter  |  | $                                 | 0.0099
|Second
    Quarter |  | $                                 | 0.0080
|Third
    Quarter  |  | $                                 | 0.0088
|Fourth
    Quarter |  | $                                 | 0.0062



04/01/17-current



April
1, 2017 to current the stock has a closing trading range of $0.0008 to $0.0024



The
Company’s transfer agent is ClearTrust, LLC located at 16540 Pointe Village Drive, Suite 206, Lutz, Florida 33558 with a
telephone number of (813) 235-4490.



3







PART
IV



ITEM
15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.



Exhibits



See
the Exhibit Index following the signature page of this Registration Statement, which Exhibit Index is incorporated herein by reference.



|Number |  | Description                                                                                                                                                                                                                              
|------ |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |  |                                                                                                                                                                                                                                          
|31.1   |  | Certification
    of Chief Executive Officer of Tauriga Sciences, Inc. Required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange
    Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002     
|       |  |                                                                                                                                                                                                                                          
|31.2   |  | Certification
    of Principal Accounting Officer of Tauriga Sciences, Inc. Required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange
    Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|       |  |                                                                                                                                                                                                                                          
|32.1** |  | Certification
    of Principal Executive Officer of Tauriga Sciences, Inc. Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section
    1350 Of 18 U.S.C. 63                                                                
|       |  |                                                                                                                                                                                                                                          
|32.2** |  | Certification
    of Principal Accounting Officer of Tauriga Sciences, Inc. Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section
    1350 Of 18 U.S.C. 63                                                               



**
Previously furnished with our Annual Report on Form 10-K filed with the Commission on July 7, 2017.



Financial
Statement Schedules



None



4







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.



|/s/
    Seth M. Shaw                             |  | July
    10, 2017
|------------------------------------------------ |  | -----------------
|Seth
    M. Shaw, Principal Executive Officer    |  | Date             
|                                                 |  |                  
|/s/
    Kevin P. Lacey                           |  | July
    10, 2017
|Kevin
    P. Lacey, Principal Accounting Officer |  | Date             



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/
    Seth M. Shaw                |  | July
    10, 2017
|----------------------------------- |  | -----------------
|Seth
    M. Shaw, Director          |  | Date             
|                                    |  |                  
|/s/
    Dr. David L. Wolitzky       |  | July
    10, 2017
|Dr.
    David L. Wolitzky, Director |  | Date             
|                                    |  |                  
|/s/
    Thomas J. Graham            |  | July
    10, 2017
|Thomas
    J. Graham, Director      |  | Date             



5