UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of ~~August~~June ~~2024~~2025

Commission file number: 000-56146

Ehave, Inc.

(Translation of Registrant’s Name Into English)

100 SE 2nd St. Suite 2000

Miami, FL 33131

(954) 233-3511

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐

Entry into a Material Definitive Agreement.

On ~~July~~May 2927, ~~2024~~2025, Ehave Inc. (the “Company”) entered into an ~~Exchange~~asset purchase agreement (the “Agreement”) with ~~Mycotopia~~Klizo Ventures Inc., ~~its~~(“Seller”) ~~majority~~to ~~owned~~purchase ~~subsidiary, whereby~~the ~~Ehave~~intellectual ~~exchanged~~property ~~9,793,754~~and ~~shares~~other ofassets ~~Mycotopia~~related ~~common~~to ~~stock~~AI ~~for~~Headhunter, 1an artificial ~~share~~intelligence-powered ofrecruitment ~~the~~platform ~~newly designated Series A Super Voting Stock of Mycotopia~~ (~~“Series A Preferred”~~www.aiheadhunter.com).

The ~~holder~~acquired ofassets ~~the~~include ~~Series~~source Acode, ~~Preferred~~branding isand ~~entitled~~design toassets, ~~cast~~documentation ~~that~~and ~~number~~technical ofassets, ~~votes~~product ondemos, ~~all~~videos, ~~matters presented for stockholder vote to the stockholders~~marketing ofassets, ~~the~~platform ~~Corporation~~data ~~that~~and ~~when~~analytics, ~~taking~~domain ~~into~~names, ~~account~~user ~~the~~accounts, ~~votes~~customer ~~entitled~~contracts, toand beother ~~cast~~operational byassets, ~~the~~together ~~Series~~with ~~A Preferred stockholder is equal to seventy-five~~all ~~percent~~associated ~~(75%)~~intellectual ofproperty ~~the~~rights ~~total~~and ~~shares~~licenses ~~authorized to vote on such matter~~(s)collectively, ~~and such holder shall vote along with holders of~~ the ~~Corporation’s Common~~“Acquired ~~Stock on such matters~~Assets”). ~~The number of votes that the holder of the Series A Preferred shares shall be entitled to cast on a matter at any time shall be determined pursuant to the following formula:~~

XThe =purchase 3price xconsists Yof ~~where~~shares of Series A Convertible Preferred Stock having a face value of $2.7 million and 100 million shares of common stock. The Preferred Stock is convertible into common shares at a rate determined by a volume-weighted average price formula and is subject to shareholder approval of an amendment to Ehave’s articles of incorporation. As a result of the transaction, Klizo Ventures Inc. will own more than 5% of Ehave’s outstanding shares.

XThe isagreement ~~the~~also ~~total~~includes ~~number~~a ofperformance-based ~~votes~~earnout ~~that~~of ~~the~~up ~~holder~~to of$7 ~~the~~million ~~Series~~in Aadditional Preferred ~~share~~Stock, istied ~~entitled~~ to ~~cast~~specific onrevenue ~~any~~and ~~matter presented to stockholders~~customer ~~of the Corporation, and~~milestones.

YThe isforegoing description of the ~~total~~Agreement ~~number~~does ofnot ~~authorized~~purport ~~shares~~to be complete and is qualified in its entirety by reference to the full text of the ~~Corporation~~Agreement, ~~outstanding~~which ~~and~~is ~~authorized~~filed as Exhibit 10.1 to ~~vote~~this onForm ~~the~~6-K ~~matter~~and incorporated herein by reference.

Additionally, the Series A Preferred Stock is convertible into 9,793,754 shares of Company common stock at the option of the holder.

The description of the designation of the Series A Preferred stock and the Exchange Agreement contained herein are each qualified in their entirety by reference to the designation for the Series A Preferred and the Exchange Agreement attached hereto as exhibits.

EXHIBIT INDEX

Exhibit No.		Description
10.1		~~Exchange~~Asset Purchase Agreement ~~with~~between Ehave ~~Inc.~~and Klizo Ventures
99.1		Mycotopia Designation of Series A Super Voting Preferred Stock

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.

	Registrant: Ehave, Inc.
August 20, 2024	By:	/s/ Ben Kaplan
June 17, 2025	By:	/s/ Ben Kaplan
		Ben Kaplan
		CEO

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