UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

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

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 ORor 15(d) of ~~The Securities Exchange Act of 1934~~

~~Date~~the ofSecurities ~~Report~~Exchange ~~(Date~~ Act of ~~earliest~~1934 ~~event reported) March 6, 2017~~

Date of report (Date of earliest event reported): May 9, 2017

_________________________

Trans-Pacific Aerospace Company, Inc.

(Exact ~~name~~Name of ~~registrant~~Registrant as ~~specified~~Specified in ~~its~~ ~~charter~~Its Charter)

Wyoming	000-55581	36-4613360
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

_________________________

2975 Huntington Drive, Suite 107, San Marino, CA	91108
Wyoming	333-148447	36-4613360
(Address of principal executive offices)	(Zip Code)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

~~Registrant’s~~2975 ~~telephone~~Huntington ~~number~~Drive, ~~including~~Suite ~~area~~107 ~~code: (626) 796-7804~~

~~________________________________________________________________~~San Marino, California 91108

(~~Former~~Address ~~name~~of orprincipal ~~former~~executive ~~address, if changed since last report.~~offices)

~~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~~626): 796-9804

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

☐Not ~~Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)~~Applicable

~~☐ Pre-commencement communications pursuant to Rule 14d-2~~(b)Former ~~under~~name ~~the~~or ~~Exchange~~former ~~Act~~address, ~~(17~~if ~~CFR~~changed since ~~240.14d-2(b~~last report))

☐Check ~~Pre~~the appropriate box below if the Form 8-~~commencement~~K ~~communications~~filing ~~pursuant~~is intended to ~~Rule~~simultaneously ~~13e-4(c)~~satisfy ~~under~~the filing obligations of the ~~Exchange~~registrant ~~Act~~under ~~(17~~any ~~CFR~~of ~~240~~the following provisions.~~13e-4(c))~~

~~Section~~¨ Written communications 3pursuant -to Rule 425 under the Securities ~~and~~Act ~~Trading~~(17 ~~Markets~~CFR 230.425)

~~Item~~¨ Soliciting material ~~3.02~~pursuant ~~Unregistered~~to ~~Sales~~Rule of14a-12 ~~Equity~~under ~~Securities~~the Exchange Act (17 CFR 240.14d-2(b)

~~On March 8, 2017, we issued 19 shares of our~~¨ Pre-commencement ~~Series~~communications Cpursuant ~~Preferred Stock~~ to ~~three~~Rule ~~investors~~14d-2(b) ~~upon~~under ~~conversion of $9,500 in convertible notes previously issued to them. By their terms,~~ the ~~notes~~Exchange ~~were~~Act to(17 ~~automatically~~CFR ~~convert into shares of our Series C Preferred Stock at a price of $500 per share upon the effective date our reincorporation as a Wyoming corporation, which became effective on January 27, 2017~~240. ~~We did not receive any proceeds upon the issuance of these shares. The issuances were exempt in reliance upon the exemption provided by Rule 3~~14d-2(ab)~~(9) and/or Section 4(a)(2) of the Securities Act.~~

~~Section~~¨ Pre-commencement communications 5pursuant to Rule 13e-4(c) ~~Corporate~~under ~~Governance~~the ~~and~~Exchange ~~Management~~Act (17 CFR 240.13e-4(c)

~~Item~~Indicate ~~5.03.~~by ~~Amendments~~check tomark ~~Articles~~whether the registrant is an emerging growth company as defined in Rule 405 of ~~Incorporation~~the Securities Act of 1933 (§230.405 of this chapter) or ~~Bylaws;~~Rule ~~Change~~12b-2 inof ~~Fiscal~~the ~~Year~~Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

~~The~~Emerging ~~Company’s~~growth Articles of Incorporation authorizes the Company to issue 5,000,000 shares of preferred stock, $0.001 par value per share, issuable from time to time in or more series (“Preferred Stock”). On March 6, 2017, the Company filed with the Wyoming Secretary of State Articles of Amendment to its Articles of Incorporation pursuant to which it established and designated 100,000 shares of Series C Preferred Stock (the “Series C Preferred”)company ¨

~~The~~If ~~Series~~an Cemerging ~~Preferred~~growth ~~have a stated value of $500 per share. Holders of the Series C Preferred will not receive any preferential dividend or liquidation rights or any conversion rights. However~~company, onindicate orby ~~after~~check ~~the~~mark ~~six-month~~if ~~anniversary after~~ the ~~issuance date for any share of Series C~~ ~~Preferred~~registrant ~~(an “Issuance Date”), each holder of Series C Preferred~~ has ~~the~~elected ~~option~~not to ~~redeem~~use the ~~Series~~extended Ctransition ~~Preferred at~~period ~~the Redemption Price which is (i) 125% of the Stated Value~~ for ~~the~~complying ~~period~~with ~~beginning~~any onnew ~~the~~or ~~6-month~~revised ~~anniversary~~financial ofaccounting ~~the~~standards ~~Issuance~~provided ~~Date~~pursuant ~~and ending 1-day prior~~ to ~~the~~Section ~~12-month anniversary of the Issuance Date;~~ 13(iia) ~~150%~~ of the ~~Stated~~Exchange Value for the period beginning on the 12-month anniversary of the Issuance Date and ending 1-day prior to the 18-month anniversary of the Issuance Date and (iii) 200% of the Stated Value for the period beginning on the 18-month anniversary of the Issuance Date and any date thereafterAct. ¨

The foregoing summary of the terms of the Series C Preferred is not complete and is qualified in its entirety by reference to the Articles of Amendment establishing and designating the Series C Preferred, a copy of which was filed as Exhibit 3.1 ~~to Current Report on Form 8-K and is incorporated herein by reference.~~

~~Section~~Item 98.01: –Business ~~Financial Statements and Exhibits~~Expansion.

~~Item~~The 9Company is expanding its business, by designing and distributing E-transport vehicles, including but not limited to electric bikes, scooters, tricycles, cars, buses and trucks.01 ~~Financial~~The ~~Statements~~Company holds global distribution rights for certain E-transport vehicles. The Company has received purchase orders and ~~Exhibits~~pre-orders for E-transport vehicles from the United States and certain African nations and the Company is developing a distribution network in the USA and Africa. The Company has recognized and booked revenue from the sale of E-transport vehicles. The Company is in discussions for the distribution of E-transport vehicles in Australia and New Zealand.

~~(d) Exhibits~~The Company continues to be engaged in the business of designing, manufacturing and selling aerospace quality component parts for commercial and military aircraft, space vehicles, power plants and surface and undersea vessels.

Exhibit
Number	Description
3.1	Articles of Amendment (Series C Preferred Stock)

SIGNATURES

2Pursuant 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



	Trans-Pacific Aerospace Company, Inc.
Dated: May 9, 2017	/s/ William Reed McKay
	William Reed McKay

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.

	TRANS-PACIFIC AEROSPACE COMPANY, INC.
	(Registrant)
Date: March 9, 2017	By: /s/ William Reed McKay
	William Reed McKay
	President and Chief Executive Officer

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