UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) July 14, 2017

NXCHAIN INC.

(Exact name of registrant as specified in its charter)

Delaware

0-22735

45-3977747

(State or other jurisdiction
of incorporation)

(Commission

File Number)

(IRS Employer
Identification No.)

17702 Mitchell North, Irvine, California,		92614
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (408) 673-2464

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

☐ Soliciting material pursuant to Rule 1 4a- 12 under the Exchange Act (17 CFR 240.1 4a- 12)

☐ Pre-commencement communications pursuant to Rule 1 4d-2(b) under the Exchange Act (17 CFR 240.1 4d-2(b))

☐ Pre-commencement communications pursuant to Rule 1 3e-4(c) under the Exchange Act (17 CFR 240.1 3e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 1.01

Entry into a Material Definitive Agreement

On February13^,2017 Mr. Sean Tabatabai CEO of NXChain Inc. (the "Company") its entry into a binding contract to acquire 49.9% of ExPay Group, a privately-held payments company operating in the Asian market.

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 hereunto duly authorized.

	NXCHAIN INC. (Registrant)
Date: July 14, 2017
	By:	/s/ Sean Tabatabai
		Chief Executive Officer

NXChain Inc. 8-K