UNITED STATES SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

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

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 24, 2014
XHIBIT CORP. (Exact name of registrant as specified in its charter)
Nevada (State or other jurisdiction of incorporation)	000-52678 (Commission File Number)	20-0853320 (IRS Employer Identification No.)

~~Date~~1520 ofE. ~~report~~Pima ~~(Date~~St., ~~of earliest event reported): November 13~~Phoenix, ~~2014~~AZ 85034

~~Commission~~(Address ~~File~~of ~~Number: 000-52678~~principal executive offices) (Zip Code)

~~Nevada~~(~~State or other jurisdiction of incorporation or organization~~602) 281-3554

~~20-0853320~~(~~IRS~~Registrant's ~~Employer~~telephone ~~Identification No.~~number)

~~1520~~Check E.the ~~Pima~~appropriate ~~Street,~~box ~~Phoenix,~~below ~~Arizona~~if ~~85034(Address~~the Form 8-K filing is intended to simultaneously satisfy the filing obligation of ~~principal~~the ~~executive~~registrant ~~offices)~~ under any of the following provisions:

~~602-281-3554(Registrant's~~o Written ~~Telephone~~communications ~~number)~~ pursuant to Rule 425 under the Securities Act

~~Not~~o Soliciting ~~Applicable(Former~~material ~~Name~~pursuant orto ~~Former~~Rule ~~Address,~~14a-12 ifunder ~~Changed~~the ~~Since~~Exchange ~~Last Report)~~ Act

~~Check the appropriate box below if the Form 8~~o Pre-Kcommencement ~~filing~~communications ispursuant ~~intended~~ to ~~simultaneously~~Rule ~~satisfy~~14d-2(b) ~~the filing obligation of the registrant~~ under ~~any of~~ the ~~following~~Exchange ~~provisions (see General Instruction A.2. below):~~ Act

~~[ ]~~o Pre-commencement ~~Written~~ communications pursuant to Rule ~~425~~13e-4(c) under the ~~Securities~~Exchange Act ~~(17 CFR 230.425)~~

~~[ ]~~Section ~~Soliciting~~5 ~~material pursuant to Rule 14a~~-12 ~~under~~Corporate ~~the~~Governance ~~Exchange~~and ~~Act (17 CFR 240.14a-12)~~Management

[ ] 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))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 1324, 2014, ~~Kevin Weiss resigned from his position as Chairman and Chief Executive Officer of~~ Xhibit Corp. (the "Company")~~. Mr.~~ ~~Weiss~~entered ~~has~~into ~~informed~~a ~~the~~Separation ~~Company~~Agreement ~~that~~and ~~there~~Release ~~were no disagreements~~ with ~~the~~Kevin ~~Company relating to its operations~~Weiss, ~~policies or practices that led to his resignation. Effective November 16, 2014, Scott Wiley, currently~~ the ~~Company's~~former ~~Chief~~Chairman ~~Financial~~and ~~Officer, was appointed as Acting~~ Chief Executive Officer of the Company~~. In~~ ~~connection~~who ~~with~~resigned ~~this,~~on ~~Mr.~~November ~~Wiley's annual base salary was increased to $300~~13,~~000,~~ ~~and~~2014. Under the ~~vesting of 200~~agreement,~~000~~ ~~shares of restricted stock currently held by~~ Mr. ~~Wiley~~Weiss ~~and~~will ~~subject~~provide toconsulting ~~cliff~~services ~~vesting on September 1, 2017, was accelerated~~ to bethe ~~effective~~Company as ofrequested ~~November~~by ~~16, 2014. Information regarding Mr. Wiley's positions with~~ the Company,’s ~~business~~Board ~~experience~~of ~~and~~Directors ~~background~~through isDecember ~~incorporated~~31, in2014, ~~this~~at ~~Item~~a byfee ~~reference~~of ~~to Item 10 - Directors~~$3,000 ~~Executive~~per ~~Officers~~day. The ~~and~~Company ~~Corporate~~will ~~Governance~~also -pay ~~Executive~~the ~~Officers~~employer ~~and~~portion ~~Directors~~of inMr. ~~the Company'~~Weiss’s ~~2013~~health ~~Form~~benefits ~~10-K~~through ~~filed~~December ~~with the Securities and Exchange Commission on September 10~~31, 2014. The ~~Company~~agreement ~~anticipates~~is ~~that~~filed ~~Mr.~~as ~~Weiss~~Exhibit ~~will~~10.1 ~~continue~~ to ~~serve~~this ~~the~~Form ~~Company~~8-K inand aincorporated ~~consulting~~herein ~~capacity~~by ~~on terms to be agreed between the parties~~reference.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits.

The following exhibits are provided herewith:

Exhibit Number		Description

10.1		Separation Agreement and Release between Xhibit Corp. and Kevin Weiss, dated November 24, 2014.

SIGNATURES

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

~~Xhibit~~Dated: November ~~Corp.~~26, 2014

~~Date~~Xhibit Corp., a Nevada corporation By: ~~November~~ 17/s/ Scott Wiley Scott Wiley, ~~2014~~CFO and Acting CEO

~~By:~~Exhibit ~~/s/ Scott Wiley Name: Scott Wiley Title: Acting CEO and CFO~~Index

Exhibit Number		Description

10.1		Separation Agreement and Release between Xhibit Corp. and Kevin Weiss, dated November 24, 2014.

Filing Compare · Xhibit Corp.