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 (date of earliest event reported): ~~October~~ June 2116, ~~2016~~2020

FIRMA HOLDINGS CORP.

(Name of Small Business Issuer in its charter)

Nevada	333-143512	20-5000381
Colorado	333-143512	20-5000381
(State of incorporation)	(Commission File No.)	(IRS Employer
		Identification No.)

~~181~~20 NDanada Sq. ~~Arroyo Grande Blvd~~W. #214

~~Ste.~~Wheaton, ~~#140B~~IL 60189

Henderson, NV 89074

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (~~888~~630) ~~901~~461-~~4550~~ 1992

181 N/A. ~~(Former~~Arroyo ~~name~~Grande orBlvd. ~~former~~Ste. ~~address if changed since last report)~~#140B

~~Check~~Henderson, ~~appropriate~~NV ~~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)~~89074

(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 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-144(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

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

Securities registered pursuant to Section 12(g) of the Act: None

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 x

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. ☐

Item 1.01.

Entry Into a Material Definitive Agreement

On ~~October~~July 2115, ~~2016~~2020 the Company ~~signed~~entered ainto ~~binding~~an agreement ~~with~~to MXpurchase ~~Gold~~all ~~Corp.~~outstanding ~~(TSX-V:~~shareholdership ~~MXL)~~interests ~~(FSE:~~of ~~ODV)~~Monochrome ~~(OTCQX:~~Corp. ~~MXLGF)~~for to40,000,000 ~~acquire~~shares of aFirma ~~50%~~Holdings ~~interest~~Corp incommon ~~the~~stock. ~~Magistral~~Included ~~Del~~in ~~Oro~~the ~~tailings~~purchase ~~project,~~agreement ~~which~~are iscertain ~~located~~claw inback ~~what~~provisions isof ~~known as~~ the ~~“Golden~~above ~~Triangle”~~shares inshould Monochrome ~~Santa~~Corp. ~~Maria~~not ~~Del~~attain ~~Oro,~~specified ~~Durango,~~gross ~~Mexico~~revenue targets. ~~The~~ ~~Magistral~~On ~~Del~~October ~~Oro~~15, ~~project~~2020, isthe ~~owned~~Company byfinalized ~~Gracepoint~~the ~~Mining~~acquisition ~~Corp.,~~and commenced aintegration ~~wholly owned subsidiary~~ of ~~the~~business ~~Company~~operations.

The ~~project~~full ~~includes~~agreement can abe ~~500~~found ~~ton per day Dynamic Cyanide processing plant. Construction of the plant was completed~~ in ~~2013,~~exhibit ~~for approximately $4~~10.51 ~~million~~which ~~and~~ is inattached ~~excellent condition. It is unencumbered, fully permitted, and it is estimated that it can be fully operational within 4~~ to 6this ~~months.~~8-k ~~Additionally, the Magistral project includes the exclusive rights to process approximately 1~~filing.~~2 million tonnes of mineralized mill tailings, grading an average of 2.06 gold per tonne (79,000 ounces of gold).~~

~~The~~Item ~~agreement~~5.02 ~~calls~~Departure ~~for an initial cash payment~~ of ~~U.S.~~Directors ~~$250,000~~or toCertain ~~Gracepoint~~Officers; ~~and~~Election anof ~~additional~~Directors; ~~payment~~Appointment of ~~$2,225,000,~~Certain ~~over~~Officers; 90Compensatory ~~days,~~Arrangements toof ~~meet~~Certain ~~current obligations and make various modifications and additional enhancements to the plant, and for startup capital~~Officers.

On June 16, 2020 Francis R. Biscan Jr. resigned as the Chief Executive Officer and a Director of the Company.

On June 30, 2020 Sebastien Dufort was appointed as a Director of the Company.

On July 28, 2020 David Barefoot resigned as Chief Operating Office and Board Chairman of the Company.

Also on July 28, 2020 Sebastien Dufort was appointed as the Board Chairman and Chief Executive Officer of the Company. The appointment was made without an employment agreement.

On September 14, 2020, Lynda R. Keeton-Cardno resigned as the Principle financial and Accounting Officer of the Company. Ms. Keeton-Cardno will remain as a consultant to the Company on an as needed basis.

Item 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On October 14, 2020, the Company filed new articles of incorporation in Colorado.

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.

Date: October 2623, ~~2016~~2020

FIRMA HOLDINGS CORP. By: /s/ ~~David~~Sebastien ~~Barefoot~~Dufort ~~David~~Sebastien ~~Barefoot~~Dufort, Board Chair and Chief ~~Operating~~Executive Officer

~~ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS.~~2

~~(d)~~ITEM ~~Exhibits~~9.01 – FINANCIAL STATEMENTS AND EXHIBITS.

~~10.1~~(d) ~~Agreement with MX Gold Corp.~~Exhibits

3.1 Articles of Incorporation (Colorado)

10.1 Agreement Relating to the Acquisition of Monochrome Corp.

Filing Compare · FIRMA HOLDINGS CORP.