UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549



FORM
10-KA

AMENDMENT
NO. 2



[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



[  ]
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: 000-55167



PetVivo
Holdings, Inc.

(Exact
name of registrant as specified in its charter)



|Nevada                                                        |  | 99-0363559                               
|------------------------------------------------------------- |  | -----------------------------------------
|(State
or other jurisdiction ofincorporation or organization) |  | (I.R.S. Employer
    
Identification No.)



|5251
                                         Edina Industrial Blvd.
        Edina,
        Minnesota |  | 55439     
|----------------------------------------------------------------------------------------------------- |  | ----------
|(Address of principal
    executive offices)                                                          |  | (Zip Code)



(952)
405-6216

(Registrant's
Telephone Number, Including Area Code)



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



|Title
    of each class registered: |  | Name
    of each exchange on which registered:
|----------------------------------- |  | ----------------------------------------------
|None                                |  | None                                          



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



|Title
    of each class registered: | 
|----------------------------------- | 
|Common Stock,
    par value $0.001  | 



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



Indicate
by check mark if 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 Securities Exchange
Act of 1934 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 [X] No



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 229.405 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 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 file, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting 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 a smaller reporting company) |      |                              



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



State
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 sold, or the average bid and asked price of such common equity, as of the last business day of
the registrant's most recently completed second fiscal quarter. As of March 31, 2017, it was approximately $30,577,083.



As
of December 4, 2017, there were 16,689,334 shares of the issuer's $.001 par value common stock issued and outstanding.



Documents
incorporated by reference. There are no annual reports to security holders, proxy information statements, or any prospectus filed
pursuant to Rule 424 of the Securities Act of 1933 incorporated herein by reference.


















EXPLANATORY
NOTE



This
Amendment No. 2 to the Registrant’s Annual Report on Form 10-K for its fiscal year ended March 31, 2017 is being filed solely
to include the two revised exhibits which had mistakenly included the former CFO’s name rather than John Lai in the first
paragraphs thereof.



EXHIBITSFINANCIAL
STATEMENT SCHEDULES



|(b) | Exhibits
    required by Item 601.
|--- | ----------------------------------



Exhibit 31.2 Certification of Principal Financial Officer Required by Rule 13a-14(A) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002.*



Exhibit 32.2 Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, aa adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002.*



*
Filed herewith.











SIGNATURES



Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.



|                | PetVivo
                    Holdings, Inc.,
        a
        Nevada corporation
|--------------- | --------------------------------------------------------------------------------
|                |                                                                                 
|August 23, 2018 | By:                                                                             
|                |                                                                                 
|                | Its:                                                                            
|                |                                                                                 
|August 23, 2018 | By:                                                                             
|                |                                                                                 
|                | Its:                                                                            



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. The following persons represent a majority of the
Board of Directors of the Registrant as of March 31, 2017.



|Name
    and Positions                |  |                    
|------------------------------------- |  | -------------------
|                                      |  |                    
|/s/
    Wesley C. Hayne               |  | August
    23, 2018
|Wesley
    C. Hayne                   |  |                    
|Chief
    Executive Officer, Director |  |                    
|(Principal
    Executive Officer)     |  |                    



|/s/
    John Lai                                 |  | August
    23, 2018
|------------------------------------------------ |  | -------------------
|John Lai                                         |  |                    
|President, Chief
    Financial Officer, Director |  |                    
|(Principal Financial
    and Accounting Officer) |  |                    
|                                                 |  |                    
|/s/ John Dolan                                   |  | August 23, 2018    
|John Dolan                                       |  |                    
|Director                                         |  |                    
|                                                 |  |                    
|/s/ Randall
    Meyer                            |  | August 23, 2018    
|Randall Meyer                                    |  |                    
|Director                                         |  |