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~~November 176, 2014 Aja Cannafacturing, Inc. (Exact name of registrant as specified in its charter)

Nevada	333-177518	45-2758994
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

533 Birch Street Lake Elsinore, CA	92530
31500 Grape Street, Ste. 3345 Lake Elsinore, CA	92532
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (714) 733-1412

~~_________________________________________~~___________________________________________ (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 (17CFR 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))

SECTION 1 – Registrant’s Business and Operations

Item 1.01 Entry Into a Material Definitive Agreement

On ~~October~~November 176, 2014, our ~~board~~Board of ~~directors~~Directors approved ana ~~Executive~~Severance ~~Employment~~and Release Agreement (the “Agreement”) with ~~Kendall Smith under which Mr. Smith was retained to serve as~~ our ~~new~~departing ~~President.~~former ~~Under the Agreement, Mr. Smith will serve as our President and~~ CEO for an initial term ending on August 31, 2015, with an automatic renewal for an additional year unless the Agreement is terminated by advance notice. Mr. Smith’s base salary per year will be $100,000, subject to adjustments and ~~performance bonuses to be determined by the~~ board ~~of directors. As a signing bonus under the Agreement~~member, ~~Mr. Smith was issued 1,000,000 shares of our newly-designated Class A Convertible Preferred~~Scott ~~Stock~~Plantinga. The ~~rights~~Agreement ~~and~~resolves ~~features~~all ofclaims ~~our~~for ~~Class A Convertible Preferred Stock are discussed in Item 5.03~~compensation, ~~below. In addition~~benefits, ~~Mr.~~or ~~Smith will~~other beconsideration ~~entitled~~due to ~~the issuance of a new class of preferred stock to-be-designated~~Mr. ~~This~~Plantinga ~~additional~~under ~~preferred stock interest will~~his beExecutive ~~granted~~Employment ~~in tranches upon the achievement of certain milestones as set forth in the~~ Agreement ~~and~~dated ~~will,~~September ~~when fully issued~~1, ~~be convertible to a total of 50~~2013.1% ~~of our total issued and outstanding common stock on the date of the Agreement.~~ The Agreement contains a ~~covenant not to compete with us in~~ the ~~fields~~following ofkey ~~industrial hemp, medicinal marijuana, and related development, production, or sales for a period of two years after the termination of the Agreement.~~terms:

Mr. Plantinga will be paid two cash installments totaling $45,000, with $25,000 due by November 10, 2014 and $20,000 due by February 10, 2014.

Mr. Plantinga will further be paid $133,000 within one year.

The cash payment obligations set forth above are further each documented by Convertible Promissory Notes which may be converted in whole or in part at a price equal to fifty percent (50%) of the market price of our common stock.

Mr. Plantinga will also be granted 1,500,000 shares of common stock.

Mr. Plantinga will be retained to advise the company under a Consulting Agreement which calls for compensation in the form of 58,500,000 shares of common stock.

The foregoing is a summary of the material terms of the Agreement, which should be reviewed in its entirety for additional information.

SECTION 5 – Corporate Governance and Management

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

OnIn ~~October~~connection ~~17,~~with ~~2014,~~the ~~our~~Severance ~~board~~and ~~of directors~~Release ~~appointed~~Agreement ~~Kendall~~discussed ~~Smith~~in toItem ~~serve as our President~~1.01, ~~Chief Executive Officer~~above, ~~and Chief Financial Officer.~~ Mr. ~~Smith~~Plantinga ~~will~~ also ~~continue to~~resigned ~~serve~~from asour aboard ~~member~~ of ~~the board~~directors. ~~Scott~~There ~~Plantinga~~were ~~will~~no ~~remain~~known adisagreements with ~~member~~Mr. ofPlantinga ~~the~~regarding ~~board~~our ofoperations, ~~directors~~policies ator ~~this time~~practices.

~~Mr.~~SECTION ~~Smith~~9 is– aFINANCIAL ~~business~~STATEMENTS ~~entrepreneur~~AND with over thirteen years of experience consulting and providing services in multiple sectors ranging from the cultivation and harvesting of cannabis and hemp to being a patient advocate and caregiver. Mr. Smith started his post academic career in 2001 operating a graphic design company. After selling his interest in that business in 2003, Mr. Smith attended College of Southern Nevada, where he focused his studies in the culinary arts and in food and beverage management. In 2005, Mr. Smith started Impressive Printing, a custom apparel and merchandise printing company focusing on institutional markets including public schools, sporting leagues, local bands and businesses. In January 2010, Mr. Smith founded two businesses, Juicy Freeze, a health juice bar that was located internally to athletic gyms, and Presidential Catering, a business specializing in meal planning and preparation and catering special events. In 2014, Mr. Smith founded Smith & Ramsay, LLC, a Nevada-based company that specializes in flavoring and aroma extraction servicing the food, beverage and tobacco industries. Mr. Smith has been an active volunteer with the Nevada Children’s Center, the Clark County School District, and 3Square Nevada, a statewide food bank. His drive for community activism and wellness education prompted his research in cannabinoids and the industrial hemp industry, where he continues to make strides in breeding and cultivation.EXHIBITS

Except as set forth above with regard to his Executive Employment Agreement, our newly-appointed President has not had any material direct or indirect interest in any of our transactions or proposed transactions over the last two years. Compensation arrangements for Mr. Smith are as set forth in Item 1.01, above.

Item 5.03 Amendments to Articles of Incorporation or Bylaws

Also on October 17, 2014, our board of directors approved a Certificate of Designation for Class A Convertible Preferred Stock. This newly designation class of preferred stock consists of one million (1,000,000) shares. Class A Convertible Preferred Stock votes together with our common stock at a rate of three thousand (3,000) votes for each preferred share held. In addition, Class A Convertible Preferred Stock is convertible to shares of our common stock, at the option of the holder, at a rate of one share of common stock for each preferred share held. In any liquidation, holders of our Class A Convertible Preferred Stock will participate pro-rata with the holders of our common stock. Shares of Class A Convertible Preferred Stock have no dividend rights.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits

The exhibits listed in the following Exhibit Index are filed as part of this Current Report on Form 8-K.

Exhibit Number	Description
3.1	Certificate of Designation – Class A Convertible Preferred Stock
10.1	Severance and Release Agreement
10.1	Executive Employment Agreement

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.

Aja Cannafacturing, Inc.

/s/ ~~Scott~~Kendall ~~Plantinga~~Smith

~~Scott~~Kendall ~~Plantinga~~Smith

Chief Executive Officer

Date: ~~October~~November 217, 2014

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