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

~~September~~January 161, ~~2015~~2016

Date of Report (Date of earliest event reported)

Graphite Corp.

(Exact Name of Registrant as Specified in Charter)

Nevada	000-54336	26-0641585
(State or other jurisdictionof incorporation)	(CommissionFile Number)	(IRS EmployerIdentification No.)
(State or other jurisdiction of	(Commission File	(IRS Employer
incorporation)	Number)	Identification No.)

616 Corporate Way, Suite 2-~~9011~~9011Valley ~~Valley~~ Cottage, NY 10989

(Address of Principal Executive Offices)

(844) 804-5599(Registrant's telephone number, including area code)

(Registrant’s telephone number, including area code)

N/A

(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 (see General Instruction A.2. below):

¨ 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))

SECTION 1 – REGISTRANT’'S BUSINESS AND OPERATIONS

Item 1.01 Entry into a Material Definitive Agreement

On ~~September~~January 161, ~~2015~~2016, ~~Graphite~~the ~~Corp.~~registrant, eTe Solutions, LLC, a California limited liability company (~~the~~"eTe"), ~~“Company”~~and Anode1, LLC ("Anode1"), a Delaware limited liability company, entered into an ~~equity~~operating ~~purchase~~ agreement ~~(the~~in ~~“Purchase~~respect ~~Agreement”)~~of ~~with~~the ~~Premier~~registrant's ~~Venture~~subsidiary, ~~Partners~~Tubz, LLC (~~“Premier”~~"Tubz")., ~~Under~~pursuant ~~the~~to ~~terms~~which of(i) ~~the~~Anode1 ~~Purchase~~received ~~Agreement,~~a ~~Premier~~35% ~~has~~ownership ~~agreed~~interest totherein ~~invest~~in upexchange tofor an investment of $2180,000,~~000~~ eTe received a 17% ownership stake in Tubz in exchange for services performed and to ~~purchase~~be ~~shares~~performed oftoward the ~~Company’~~commercialization of Tubz's ~~common~~underlying ~~stock~~electrode ~~(“Shares”).~~battery ~~The~~technology ~~Company~~and ~~also~~Dr. ~~entered~~James ~~into~~Tour aof ~~registration~~Rice ~~rights~~University ~~agreement~~received ~~(the~~an ~~“Registration~~11% ~~Agreement”)~~ownership ~~with~~stake ~~Premier,~~in ~~which~~Tubz ~~governs~~in exchange for the ~~filing~~provision of aadvisory ~~registration~~and ~~statement~~consulting ~~intended~~services. eTe's equity ownership stake is subject to ~~cover~~forfeiture in the ~~Shares~~event ~~acquired~~that ~~under~~Dr. JaimNulman, the ~~Purchase~~chief ~~Agreement~~executive officer of Tubz, resigns within 24 months of July 15, 2014 (with such forfeiture being pro rata based on length of service). Dr. JaimNulman has also been appointed manager of Tubz.

~~The~~Item ~~Purchase Agreement allows, but does not require, the Company to issue and sell up to the number of Shares having an aggregate purchase price of $~~2~~,000,000 to Premier~~.01 ~~Subject~~Completion ~~to the terms and conditions~~ of ~~the Purchase Agreement and the Registration Agreement, the Company may, in its sole discretion, deliver notice to Premier which states the dollar amount which it intends to sell to Premier on~~ a ~~certain~~Disposition ~~date. The amount that the Company shall be entitled to sell to Premier shall not exceed 200%~~ of the average daily trading volume of the Company’s common stock for the five trading days prior to the applicable notice date. Provided that all other applicable conditions are met, the minimum dollar amount, which Premier has an obligation to purchase from the Company in any transaction is $4,000. The minimum price at which Premier has an obligation to purchase Shares is $0.001. The amount of Shares to be held at any given time by Premier cannot exceed 4.99% of the Company’s outstanding Shares. The purchase price for the Shares issued to Premier will be the amount multiplied by 75% of the lowest individual daily VWAP (i.e., the volume weighted average price (the aggregate sales price of all trades of Shares during a trading day divided by the total number of Shares traded during such trading day) of the Shares during a trading day) of the common stock during the pricing period. The Shares sold by the Company to Premier must be registered stock pursuant to the Registration Agreement.Assets

AsOn aJanuary ~~condition~~1, ~~for~~2016, ~~entering~~the ~~into~~registrant ~~the~~transferred ~~Purchase~~63% ~~Agreement,~~of ~~the~~its ~~Company~~ownership ~~has~~stake ~~agreed~~in toits ~~issue~~subsidiary, 3Tubz,~~424,657~~ ~~Shares~~as ~~(the~~follows: ~~“Initial Commitment Shares”~~(i) 35% to ~~Premier.~~Anode1, ~~The~~17% ~~Initial~~to ~~Commitment~~eTe ~~Shares~~Solutions ~~will~~and ~~not~~11% beto ~~included~~Dr. ~~in the Registration Statement~~Tour.

On the date that Premier has purchased in the aggregate $500,000 in Shares from the Company, the Company has agreed to issue another $25,000 in restricted Shares priced at the average VWAP of the Shares for the three trading days prior to the date. The Additional Commitment Shares shall not constitute registrable securities and shall not be included in the Registration Statement.

Item 9.01 Financial Statements and Exhibits

10.1	Equity Purchase Agreement dated September 16, 2015
10.2	Registration Rights Agreement dated September 16, 2015

10.1	Tubz, LLC Operating Agreement dated January 1, 2016

SIGNATURES

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

	GRAPHITE CORP. a Nevada corporation
	GRAPHITE CORP.a Nevada corporation
Dated: September 21, 2015	By:	/s/ Mark Radom
Dated: January 4, 2016	By:	/s/ Mark Radom
		Chief Executive Officer

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