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 ~~Report~~the ~~(Date~~Securities ofExchange ~~earliest~~Act ~~event~~of ~~reported): June 15, 2017~~1934

~~Infinity~~Date ~~Distribution,~~of ~~Inc.~~Report (Date of earliest event reported):

August 2, 2018

INFINITY DISTRIBUTION, INC.

(Exact name of registrant as specified in its charter)

Commission File Number: 000-55521

Nevada

000-55521

47-3900562

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification Number)

Nevada		47-3900562
3311 S. Rainbow Blvd., #135 Las Vegas, NV		89146
(State or other jurisdiction of		(IRS Employer
(Address of principal executive offices)		(Zip Code)
incorporation)		Identification No.)

3311 S. Rainbow Blvd., #135, Las Vegas, NV		89146
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (702) 581-4063

~~(702) 581-4063~~N/A

(~~Registrant’s~~Former ~~telephone~~name ~~number~~or former address, ~~including~~if ~~area~~changed ~~code~~since last report)

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

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Item 45.~~01.~~03 ~~Changes~~Amendments into ~~Registrant's~~Articles ~~Certifying~~of ~~Accountant~~Incorporation or Bylaws, Change in Fiscal Year.

(On August 2, 2018, following approval by the Board of Directors and shareholders holding a) ~~Resignation~~majority of ~~Seale~~the &voting ~~Beers~~shares, ~~CPAs~~the Company filed a Certificate of Amendment with the Nevada of State to authorize up to 5,000,000 shares of blank check preferred stock ($0.001 par value).

On ~~June~~August 1528, ~~2017~~2018, ~~Infinity~~pursuant ~~Distribution,~~to ~~Inc.~~a (resolution approved by the “Company”)’s ~~was~~Board ~~notified~~of byDirectors, ~~its~~the ~~independent~~Company ~~registered~~filed ~~public~~a ~~accounting~~Certificate ~~firm,~~of ~~Seale~~Designation &with ~~Beers~~the Nevada Secretary of State designating up to 100,000 ~~CPAs~~shares ~~(“Seale~~of &Series ~~Beers”)~~A Preferred Stock. The Series A Preferred Stock has 1,000 ~~that~~votes itper share and is ~~resigning~~not ~~its~~convertible into ~~engagement~~shares asof the Company’s ~~independent~~common ~~registered~~stock. ~~public~~The ~~accounting~~Series ~~firm~~A Preferred Stock has a liquidation preference equal to the original issue price. This description of the Series A Preferred Stock is qualified in its entirety by reference to the actual provisions of the Certificate of Designation.

~~The~~On ~~audit~~August ~~reports~~28, of2018, ~~Seale~~pursuant &to ~~Beers~~a onresolution approved by the ~~financial~~Company’s ~~statements~~Board ~~for~~of Directors, the ~~past~~Company ~~two~~filed ~~years~~a ~~did~~Certificate ~~not~~of ~~contain~~Designation ~~any~~with ~~adverse~~the ~~opinion~~Nevada orSecretary ~~disclaimer~~ of ~~opinion~~State designating up to 1,000,000 ~~and~~shares ~~were~~of ~~not~~Series ~~qualified~~B orPreferred ~~modified~~Stock. asThe toSeries ~~uncertainty,~~B ~~audit~~Preferred ~~scope~~Stock ordoes ~~accounting~~not ~~principles,~~bear ~~except~~dividends ~~that~~and ~~the~~is ~~audit~~convertible ~~report~~into shares of ~~Seale~~the &Company’s ~~Beers,~~common ~~dated~~stock ~~December~~at 9,a ~~2016~~conversion onprice ~~the~~of ~~consolidated~~$0.10 ~~financial~~per ~~statements~~share of common stock. The Series B Preferred Stock may be redeemed by the Company asat ofany ~~and~~time ~~for~~prior ~~the~~to ~~fiscal~~conversion ~~years~~at ~~ended~~its ~~May~~face ~~31,~~amount. ~~2016~~The ~~and~~Series ~~2015~~B ~~noted~~Preferred ~~that~~Stock has a liquidation preference equal to the ~~Company’s~~greater ~~history~~of (a) the value of nothe ~~revenues,~~common ~~recurring~~shares ~~losses~~into ~~and~~which ~~recurring~~it ~~negative~~could ~~cash~~be ~~flow~~converted ~~from~~or ~~operating~~(b) ~~activities~~its ~~and~~face anamount. The ~~accumulated~~Series ~~deficit,~~B ~~raise~~Preferred ~~substantial~~Stock ~~doubt~~is ~~about~~without voting rights except as required by the ~~Company’s~~Nevada ~~ability~~General Corporation Law. This description of the Series B Preferred Stock is qualified in its entirety by reference to ~~continue~~the asactual aprovisions ~~going~~of ~~concern~~the Certificate of Designation.

~~During the fiscal years ended May 31, 2016 and 2015, there were no disagreements (as defined in~~ Item ~~304(a)(1)(iv)~~9.01 ofFinancial ~~regulation~~Statements ~~S-K~~ and the related instructions to Item 304 of Regulation S-K) with Seale & Beers, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Seale & Beers’ satisfaction, would have caused Seale & Beers to make reference to the subject matter of the disagreement in its reports on the consolidated financial statements for such yearsExhibits.

~~During the fiscal years ended May 31, 2016 and 2015, there were no reportable events~~ (~~as defined in Item 304(a~~c)~~(1)(v)~~ ~~of Regulation S-K), other than the material weaknesses reported in the Company’s Annual Reports on Form 10-K with respect to such periods.~~Exhibits:

The Company has provided a copy of this Form 8-K to Seale & Beers and requested Seale & Beers to furnish a letter as required by Item 304(a)(3) of Regulation S-K. A copy of letter from Seale & Beers dated November 8, 2017 is attached hereto as Exhibit 16.1 to this Report.

Exhibit 3.1		Certificate of Amendment to Articles of Incorporation filed August 2, 2018 with the Nevada Secretary of State.

Exhibit 3.2		Certificate of Designation of Series A Preferred Stock filed August 28, 2018 with the Nevada Secretary of State.

Exhibit 3.3		Certificate of Designation of Series B Preferred Stock filed August 28, 2018 with the Nevada Secretary of State.

~~(b) Engagement of AMC Auditing~~2

On June 15, 2017 (the "Engagement Date"), the Registrant's Board of Directors approved the appointment of and engaged AMC Auditing, 8250 W. Charleston Blvd., Suite 100, Las Vegas, Nevada 89117, as the Registrant's independent registered public accounting firm. During the Registrant's two most recent fiscal years, the subsequent interim periods thereto, and through the Engagement Date, neither the Registrant nor anyone on its behalf consulted the Current Accountants regarding either (1) the application of accounting principles to a specified transaction regarding the Company, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements; or (2) any matter regarding the Company that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and related instructions to Item 304 of Regulation S-K) or a reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K).SIGNATURES

~~-2-~~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.

~~Item~~INFINITY ~~9.01.~~DISTRIBUTION, ~~Financial~~INC ~~Statements~~(Registrant) By: /s/ Raul Mansueto Name: Raul Mansueto Title: Director and ~~Exhibits.~~Corporate Secretary

~~(d)~~Dated: ~~Exhibits~~September 4, 2018

~~The following exhibits are filed herewith:~~3

Exhibit No.

16.1 Letter of Seale & Beers, CPAs, dated November 8, 2017

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, hereunto duly authorized.

	Infinity Distribution, Inc. Registrant
Date: November 9, 2017
	/s/ Raul Mansueto
	Name: Raul Mansueto
	Title: Chief Executive Officer

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