UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, ~~D.C.~~ DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the ~~Securities Exchange Act of 1934~~

~~Date~~Securities ofExchange ~~Report~~Act ~~(Date~~ of ~~earliest event reported): October 16, 2012~~1934

~~STRIKE~~Date ~~AXE~~of Report (Date of earliest event reported): February 17, ~~INC~~2015

Strike Axe, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-53304	~~000~~26-~~53304~~2329797		~~26-2329797~~
(State or other jurisdiction of incorporation)	(Commission File No.)	(~~Commission~~I.R.S. ~~File~~Employer ~~Number~~Identification No.)		~~(IRS Employer Identification No.)~~

~~267 West 1400 South~~Lombard, ~~Suite~~IL ~~101 George, UT 84790 (Address of principal executive offices)~~60148-3100

(~~435)~~Address ~~680-2971~~of Principal Executive Offices)

~~Registrant’s telephone number, including area code~~_______________

~~Check the appropriate box below if the Form 8~~630-~~K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:~~916-0498

~~¨ Written~~(Registrant’s ~~communications~~telephone ~~pursuant~~number, toincluding ~~Rule~~area ~~425 under the Securities Act (17 CFR 230.425~~code)

~~¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)~~_______________

~~¨ Pre-commencement~~267 ~~communications~~West ~~pursuant~~1400 toSouth, ~~Rule~~Suite ~~14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))~~101

~~¨ Pre-commencement~~St. ~~communications~~George, ~~pursuant~~Utah ~~to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))~~84790

~~Item~~(Former ~~1.01~~Name ~~Entry~~or ~~Into~~Former aAddress ~~Material~~if ~~Definitive~~Changed ~~Agreement.~~Since Last Report)

~~Purchase~~Check ofthe ~~Certain~~appropriate ~~Assets~~box ~~from~~below ~~Mega~~if the Form 8-~~Pro~~K ~~Nutrition,~~filing ~~Inc~~is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

Ono ~~October~~Written ~~16,~~communications ~~2012,~~pursuant ~~Strike~~to ~~Axe,~~Rule ~~Inc.~~425 (under the ~~“Company”)~~Securities ~~entered~~Act ~~into an asset purchase agreement~~ (~~the~~17 ~~“Asset~~CFR ~~Purchase Agreement”) with Mega-Pro Nutrition, Inc~~230.~~, a Utah company (“Mega-Pro”~~425). ~~The~~o ~~Asset~~Soliciting ~~Purchase~~material ~~Agreement~~pursuant ~~provides that, on and subject~~ to ~~the~~Rule ~~terms thereof, Mega~~14a-~~Pro~~12 ~~agrees~~under ~~to sell to~~ the ~~Company~~Exchange ~~certain~~Act ~~products,~~(17 ~~trade~~CFR ~~names, inventory, furniture, website and telephone number for (i~~240.14a-12) ~~$200,000~~o inPre-commencement ~~cash~~communications ~~(the~~pursuant ~~“Initial~~to ~~Cash~~Rule ~~Payment”;~~ 14d-2(iib)an ~~additional~~under ~~amount in cash equal to~~ the ~~book~~Exchange ~~value~~Act ~~of all purchased inventory~~ (~~the~~17 ~~“Additional Cash Payment”); and~~ CFR.14d-2(~~iii~~b)) ao ~~convertible~~Pre-commencement ~~promissory~~communications ~~note~~pursuant into ~~the~~Rule ~~principal aggregate amount of $500,000~~ 13e-4(~~the “Note”~~c)~~. The~~ ~~Note~~under ~~is due twelve months from~~ the ~~date~~Exchange ofAct ~~issuance and bears interest at a rate of eight percent~~ (~~8%)~~17 ~~per~~CFR ~~annum (the Initial Cash Payment, Additional Cash Payment and Note hereinafter referred to as the “Consideration”~~240. 13e-4(c))

In1 ~~connection~~| with the Asset Purchase Agreement, the Company shall assume, pursuant to an assignment of lease agreement, all of Mega-Pro’s rights and obligations as tenant under the current lease of its premises (the “Lease”), which Lease shall have a remaining term of twelve (12) months at the rate of $3,500 per month. In addition, the Company shall grant to Mega-Pro a non-exclusive, worldwide, royalty-free, perpetual license to use “Mega-Pro” as part of Mega-Pro’s official name, “Mega-Pro Nutrition, Inc.,” and as part of the business name “Mega-Pro Screen Printing and Embroidery” (the “License”). Page

~~The~~EXPLANATORY consummation of the Asset Purchase Agreement shall not occur until December 1, 2012 (the “Closing Date”) and is subject to various conditions precedent including, but not limited to delivery of (i) the Consideration(ii) the License; and (iii) the Assignment and Assumption of the Lease (as defined in the Asset Purchase Agreement).NOTE

~~The~~This ~~Asset~~Current ~~Purchase~~Report ~~Agreement~~on ~~contains~~Form ~~representations~~8-K ~~and~~is ~~warranties~~being ~~that~~filed ~~the parties made to, and solely for the benefit of, the other~~ in ~~the~~connection ~~context~~with ofa ~~all~~series of ~~the~~transactions ~~terms~~consummated ~~and~~by ~~conditions~~Strike ofAxe, ~~that agreement and in the context of the specific relationship between the parties~~Inc. ~~The provisions of~~ (the ~~Asset Purchase Agreement~~“Company”), ~~including the representations~~ and ~~warranties~~with ~~contained~~certain ~~therein,~~events ~~are not for the benefit of any party other than the parties to such agreements,~~ and ~~are~~actions ~~not~~taken ~~intended~~by ~~as documents for investors and~~ the ~~public to obtain factual information about the current state of affairs of the parties to those documents and their agreements~~Company.

~~The~~This foregoing description of the material terms of the Asset Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Asset Purchase Agreement attached as Exhibit 10.1 to this Current Report on Form 8-K ~~and~~includes ~~incorporated~~the ~~herein~~following byitems ~~this~~on ~~reference.~~Form 8-K:

Item 98.01 ~~Financial~~Other ~~Statements and Exhibits.~~Events

Exhibit No.		Description
10.1		Asset Purchase Agreement, dated October 16, 2012, by and between Strike Axe, Inc. and Mega-Pro Nutrition, Inc.

Item 8.01. Other Events

~~SIGNATURE~~The Company intends to file a Form 15 with the Securities and Exchange Commission (the “SEC”) to effect the de-registration of its common stock on or about February 19, 2015. The Company is eligible to de-register by filing a Form 15 due to the fact that the Company has fewer than 300 holders of records of its common stock. Upon filing the Form 15, the Company’s obligations to file certain reports with the SEC including Forms 10-K, 10-Q and 8-K will cease. The Company expects the de-registration to become effective ninety (90) days after filing the Form 15 with the SEC. Ronald D. Long remains the President, Secretary and Sole Director.

~~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.~~ SIGNATURES

	STRIKE AXE, INC.
	By:	/s/Wayne Allyn Root
Date October 22, 2012		Wayne Allen Root, Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


		Strike Axe, Inc.

Date:	February 25, 2015	/s/ James B. Frack
		Name: James B. Frack
		Title: President

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