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 earliest event reported: October 15, 2019

Pennexx Foods, Inc.

(Exact name of registrant as specified in its charter)

N/A

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

Pennsylvania

000-31148

23-3008972

(State or Other Jurisdiction

Of Incorporation)

(Commission File Number)

(I.R.S. Employer

Identification Number)

3307 Lathenview Court

Alpharetta, GA 30004

(Address of Principal Executive Offices, Including Zip Code)

(678) 677-6968

(Registrant’s Telephone Number, Including Area Code)

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:

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

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

£ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

£ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None.

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 and 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 2.01 Completion of Acquisition or Disposition of Assets.

On October 15, 2019, Pennexx Foods, Inc. acquired Triple 888’s Logistics Inc., a New York Corporation, as a wholly owned subsidiary, and any and all of its intellectual property for BitGift, its trademark (“Bit Gift”) as well as the domain name bitgiftme.com. BitGift is an open loop prepaid gift card which can be redeemed for an equivalent value in Crypto Currency or used for real time redemption in fiat currency at any merchant in the world that accepts MasterCard. The value of the crypto currency will always be at the market rate at the time of conversion. Registered BitGift cards may be reloaded on line and in stores.

SIGNATURE

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


	Pennexx Foods, Inc.

Date: October 21, 2019	By:	/s/ Alexander H. Cook
		Alexander H. Cook
		President, Chairman, Secretary and Director

PENNEXX FOODS INC 8-K