UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of Earliest Event Reported): ~~June~~ 28July 19, 2022 (~~June~~July 2215, 2022)

WAVE SYNC CORP.

(Exact name of registrant as specified in its charter)

Delaware		001-34113		74-2559866
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

19 West 44th Street, Suite 1001, New York, NY 10036

(Address of principal executive offices)

Registrant’s telephone number, including area code: (852) 98047102

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to 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))

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 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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
n/a		n/a		n/a

Item 1 8.01 ~~Entry~~Other ~~into a Material Definitive Agreement~~Events.

On ~~June~~July 2215, 2022, NYHudson ~~Swap~~Capital ~~Holding~~USA ~~Ltd~~Inc., (“NYHudson ~~Swap~~Capital”), a wholly-owned subsidiary of Wave Sync Corp. (the “Company”), ~~entered~~received ~~into an asset purchase agreement (the “Agreement”) with PX Capital USA Inc.,~~ a ~~Delaware~~certified ~~state~~copy ~~corporation~~of (the ~~“PX Capital”) pursuant to which NY Swap~~Certificate ~~purchased~~of ~~the~~Amendment rights, title and interests associated with NY Swap a peer-to-peer money transfer mobile application (the “Purchased Assets”) and any intellectual properties associated with such Purchased Assets, for a total consideration of ~~Eight Million Six Hundred and Four Thousand Dollars ($8,604,000.00) payable in~~ the ~~Company’s~~Certificate ~~common stock in the amount~~ of ~~One~~Incorporation ~~Million Two Hundred and Twenty Thousand Four Hundred and Twenty-Six (1,220,426) shares~~ of ~~the~~Hudson ~~Company’s~~Capital ~~unregistered~~from ~~shares~~State of ~~common~~New ~~stock~~York ~~(the~~with ~~“Shares”), valued~~regards atto ~~$7.04~~Hudson ~~per share, which is the weighted average closing price of the Company~~Capital’s ~~shares of common stock for the sixty (60)~~name ~~trading~~change ~~days~~from up“Hudson toCapital ~~the~~USA ~~date immediately prior to the date of the Agreement~~Inc.” ~~Capitalized terms used and not defined in this Current Report on Form 8-K have the respective meanings assigned~~ to ~~them~~“NY inSwap ~~the~~Holding ~~Agreement~~Ltd.”

Pursuant to the PX Capital’s instructions, the Shares shall be issued to the three shareholders of PX Capital in the following amounts: (i) 488,170 shares to Pengfei Xie; (ii) 488,170 shares to Warren Wang and (iii) 244,085 shares to Coco Han.1

PX Capital is one of the principal shareholders of the Company, holding 29% of the issued and outstanding voting shares of the Company as of May 20, 2022 and therefore is a related party of the Company.SIGNATURES

~~The~~Pursuant ~~foregoing description of the Agreement does not purport~~ to ~~be complete and is qualified in its entirety by reference to~~ the ~~full~~requirements ~~text~~ of the ~~Agreement,~~Securities aExchange Act ~~form~~ of ~~which~~1934, isthe ~~filed~~registrant ~~herein as~~has ~~Exhibit~~caused ~~10.1~~this report to ~~this~~be ~~Current~~signed ~~Report~~ on ~~Form~~its ~~8-K~~behalf ~~and~~by ~~incorporated~~the ~~herein~~undersigned byhereunto ~~reference~~duly authorized.

Item 3.02 Unregistered Sales of Equity Securities.

July 19, 2022	WAVE SYNC CORP.

	By:	/s/ Jiang Hui
	Name:	Jiang Hui
	Title:	Chief Executive Officer

~~The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.~~2

Item 9.01 Financial Statements and Exhibits.

Exhibit Number		Description
10.1		Asset Purchase Agreement dated June 22, 2022
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

June 28, 2022	WAVE SYNC CORP.
	By:	/s/ Jiang Hui
	Name:	Jiang Hui
	Title:	Chief Executive Officer

Filing Compare · Wave Sync Corp.