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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 Form 10 - K Annual Report Pursuant to Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 For the fiscal year ended : March 31 , 2021 Transition Report Pursuant to Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 Nevada ( State or other jurisdiction of incorporation or organization ) Title of each class or Common Stock , par Commission file number : 001-37761 VistaGen Therapeutics , Inc. ( Exact name of registrant as specified in its charter ) 343 Allerton Avenue South San Francisco , California 94080 ( 650 ) 577-3600 ( Address , including zip code , and telephone number , including area code , of registrant's principal executive office ) Securities registered pursuant to Section 12 ( b ) of the Act value $ 0.001 per share 20-5093315 ( I.R.S. Employer Identification No. ) None Name of each exchange on which registered The Nasdaq Capital Market Securities registered pursuant to Section 12 ( g ) of the Act Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15 ( d ) of the Act . Yes 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 No Large accelerated filer Accelerated filer Non - accelerated filer Smaller reporting company 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 ( §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 ) . Yes > No No X 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 the definitions of " large accelerated filer , " " accelerated filer " and " smaller reporting company " in Rule 12b - 2 of the Exchange Act . 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 .