UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 0R 15 (D) OF THE

SECURITIES EXCHANGE ACT OF 1934

~~August 17~~April 16, ~~2017~~2019

Date of Report (Date of earliest event reported)

POWERCOMM HOLDINGS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

000-55391

47-3152668

(State or Other Jurisdiction

of Incorporation)

(Commission File
Number)

(IRS Employer
Identification No.)

3429 Ramsgate Terrace

Alexandria, Virginia 22309

(Address of principal executive offices)

571-259-8773

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 (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 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))

~~ITEM 4.01~~¨ ~~Changes~~Soliciting inmaterial ~~Registrant’s~~pursuant ~~Certifying~~to ~~Accountant~~Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~On July~~¨ ~~30,~~Pre-commencement ~~2017,~~communications ~~the~~pursuant ~~Board~~to ofRule ~~Directors of Powercomm Holdings, Inc.~~ 14d-2(~~The “Registrant”~~b) ~~determined~~under ~~not to continue with~~ the ~~Registrant’s~~Exchange ~~then~~Act ~~accountants~~(17 ~~and~~CFR ~~to engage a different accounting firm with whom they were familiar~~240. ~~On July 30, 2017, KCCW Accountancy Corp.~~ 14d-2(~~“KCCW”~~b)~~, located in Alhambra, California, the former accountants, were dismissed.~~)

~~The prior~~¨ ~~accountant’s~~Pre-commencement ~~audit~~communications ~~report~~pursuant ~~on the financial statements as of and for the year ended December 31, 2016 contain a note as~~ to ~~the~~ ~~Company’s~~Rule ~~ability~~13e-4(c) tounder ~~continue as a going concern. The note indicated that~~ the ~~Company’s~~Exchange ~~continuation~~Act as(17 aCFR going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations, which it had not been able to accomplish to the date of the report, and /or obtain additional financing from its stockholders and/or other third parties240.13e-4(c))

~~In connection~~Special ~~with~~Note ~~the~~Regarding ~~Company’s~~Forward-Looking financial statements for the period from October 16, 2015 (date of engagement) through the date of dismissal, there were no disagreements with the former accountants, KCCW Accountancy Corp., on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure which disagreement(s), if not resolved to the satisfaction of the former accountant, would have caused it to make reference to the subject matter of the disagreement(s) in connection with its report, if any.Statements

~~The Registrant~~This ~~has~~report ~~provided~~contains ~~KCCW~~forward-looking ~~Accountancy Corp~~statements. These ~~with~~statements ainvolve ~~copy~~known ofand ~~this~~unknown ~~disclosure~~risks, uncertainties, and ~~has~~other ~~requested~~factors that ~~they~~may ~~furnish~~cause aour ~~letter~~actual ~~addressed~~results, performance, or achievements to ~~the~~be ~~U.S.~~materially ~~Securities~~different ~~and~~from ~~Exchange~~any ~~Commission~~future ~~stating~~results, ~~whether~~performances, itor ~~agrees~~achievements ~~with~~expressed ~~the~~or ~~above~~implied by the forward-looking statements,. ~~and~~In ifsome ~~not~~cases, ~~stating~~forward-looking ~~the~~statements ~~respects in~~are ~~which~~identified itby ~~does~~terms ~~not~~such ~~agree.~~as A“anticipates,” ~~copy~~“believes,” “could,” of“estimates,” ~~the~~“expects,” ~~letter~~“intends,” ~~from~~“may,” ~~KCCW~~“plans,” “potential,” ~~Accountancy~~“predicts,” ~~addressed~~“projects,” “should,” “would,” and similar expressions intended to ~~the~~identify Uforward-looking statements.S. ~~Securities~~Forward-looking ~~and~~statements ~~Exchange~~reflect ~~Commission is~~the ~~filed~~Company’s ascurrent anviews respecting ~~Exhibit~~future toevents ~~this~~and ~~Current~~are ~~Report~~based on ~~Form~~assumptions ~~8-K~~and subject to risks and uncertainties.

OnAlso, forward-looking statements represent ~~July~~the ~~31,~~Company’s ~~2017,~~estimates (and assumptions only as of the ~~“Engagement~~date ~~Date”),~~of this report. You should read this report and the documents that the Company ~~engaged~~references LJand ~~Soldinger~~files ~~Associates,~~as ~~LLC,~~exhibits ~~Certified~~to ~~Public~~this ~~Accountants,~~report in their entirety and with the understanding that actual future asresults ~~its~~may ~~independent~~be ~~registered~~materially ~~public~~different ~~accounting~~from ~~firm~~what the Company expects. ~~The~~Except ~~decision~~as required by law, the Company assumes no obligation to ~~engage~~update LJany ~~Soldinger~~forward-looking ~~Associates~~statements publicly, ~~LLC~~or asto update the ~~Company’s~~reasons ~~independent~~actual results could differ materially from those anticipated ~~registered~~in ~~public~~any ~~accounting~~forward-looking ~~firm~~statements, ~~was~~even ~~approved~~if bynew ~~the~~information ~~Company’s~~becomes ~~Board~~available ofor ~~Directors~~other events occur in the future.

~~The address~~ITEM of1.01 LJEntry ~~Soldinger~~into ~~Associates,~~a ~~LLC~~Material ~~is:~~Definitive Agreement

~~21925~~Restricted Stock Purchase Agreement; WSale ~~Field~~of ~~Pkwy~~PowerComm Construction, Inc.

~~Deer~~On April 16, 2019, ~~Park~~PowerComm Holdings, ILInc. ~~60010~~(the “Company”) entered into a Restricted Stock Purchase Agreement (the “Agreement”) with David Kwasnik (“Purchaser”) pursuant to which the Purchaser acquired 10,000 shares of the common stock of PowerComm Construction, Inc., a wholly owned subsidiary of the Company (“PCC”), at a purchase price of $0.0001 per share. The 10,000 shares of the common stock of PCC acquired by the Purchaser represents 100% of the issued and outstanding capital stock of PCC. Pursuant to the terms and conditions of the Agreement, Purchaser acquired all of the assets, properties and business of PCC. The Agreement was approved by the Board of Directors of the Company and by shareholders holding a majority of the voting stock of the Company. As a result of the Agreement, the business of the Company has been reorganized such that it will become a services provider to PCC and other firms operating in the construction and infrastructure industry.

~~The Company,~~David ~~nor any one on its behalf~~Kwasnik, ~~did not consult with LJ Soldinger Associates, LLC in regard to~~ the Purchaser ~~application~~ of ~~accounting principles~~the tocommon ~~any~~stock ~~specified~~shares ~~transaction,~~of ~~either completed or proposed~~PCC, oris ~~the~~also ~~type of audit opinion that might be rendered on~~ the ~~Company’s~~sole ~~Financial~~officer ~~Statements, or any other matters or reportable events as defined in Item 304(a)(2)(i)~~ and ~~(ii)~~director of ~~Regulation S-K~~the Company.

ITEM 9.01 ~~EXHIBITS~~Financial Statements and Exhibits

~~16.1 Letter from former certifying public accountant~~Exhibits

~~SIGNATURES~~Certain exhibits listed below are incorporated by reference as so marked with the date and filing with which such exhibits were filed with the Securities and Exchange Commission).

~~Pursuant to~~10.1* ~~the~~Restricted ~~requirements~~Stock ofAgreement ~~the~~between ~~Securities~~PowerComm ~~Exchange Act of 1934~~Holdings, ~~the~~Inc. ~~Registrant~~and ~~has~~David ~~duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.~~Kwasnik

~~Date: August~~* ~~17,~~Filed ~~2016~~herewith

~~POWERCOMM HOLDINGS, INC. By: /s/ David Kwasnik David Kwasnik Chief Executive Officer~~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.

Date: April 16, 2019

	POWERCOMM HOLDINGS, INC.

	By:	/s/ David Kwasnik
	David Kwasnik
	President

Filing Compare · PowerComm Holdings Inc.