UNITED STATES

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	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549	OMB Number: 3235-0060
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 orOR 15(d) of The Securities Exchange Act of 1934

~~the~~Date ~~Securities~~of ~~Exchange~~Report ~~Act~~(Date of ~~1934~~earliest event reported) May 4, 2020

~~Date~~BANGI, ofInc. ~~Report~~ (~~Date~~Exact name of ~~earliest~~registrant ~~event~~as ~~reported):~~speciﬁed ~~January~~in ~~12,~~its ~~2012~~charter)

COMPASS BIOTECHNOLOGIES, INC.

Nevada	000-52057	47-0930829
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identiﬁcation No.)

(Exact Name of Registrant as Specified in its Charter)

41000 Woodward Ave., Suite 350 East, Bloomfield Hills, MI		48304
(Address of principal executive oﬃces)		(Zip Code)

~~Nevada~~Registrant’s ~~(State~~telephone ornumber, ~~other~~including ~~jurisdiction~~area ~~of incorporation or organization) 000-52057 (Commission File Number) 47-0930829 (I~~code 833.R226.S.4462 ~~Employer Identification Number)~~

~~9650~~Compass ~~– 20 Avenue~~Biotechnologies, ~~Edmonton, Alberta, Canada T6N 1G1~~Inc.

(~~Address~~Former ofname ~~Principal~~or ~~Executive~~former ~~Offices~~address, ~~and~~if ~~Zip~~changed ~~Code~~since last report.)

~~780~~Check the appropriate box below if the Form 8-~~469-2975~~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 (~~Issuer's~~17 ~~telephone~~CFR ~~number~~230.425)

Not Applicable

(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 ~~CFR240~~CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 ~~CFR240~~CFR 240.13e-4(c))

~~Item~~Securities ~~1.02~~registered ~~Termination~~pursuant ofto aSection ~~Material~~12(b) ~~Definitive~~of ~~Agreement~~the Act:

~~Previously,~~Title ~~on December 12, 2011, the Company filed Form 8-K notifying the Commission that it had entered into a material definitive agreement not made in the normal course and scope~~ of ~~its~~each ~~business.~~class ~~The~~Trading parties to the material definitive agreement were the Company and GenBioPro, Inc. The terms of the material definitive agreement provided that, in exchange for the Company’s agreement to acquire all rights and obligations of GenBioPro, Inc., and its business of developing therapeutic women’s products by virtue of licenses from Seraphim Life Sciences Consulting, LLC, Seraphim Bonaventures, Inc. and Sun Pharmaceuticals, Inc., the Company would assume a licensing fee payable to Seraphim Bonaventures, Inc. in the amount of one hundred and fifty thousand dollars Symbol(~~$150,000.00~~s) asName ~~consideration to execute the assignment to the Company, and issue to the shareholders~~ of ~~GenBioPro,~~each ~~Inc.~~exchange ~~twenty~~on ~~six~~which ~~million (26,000,000) shares of Company common stock.~~registered

~~Prior~~Indicate toby ~~the~~check ~~entry~~mark ~~into~~whether the ~~material~~registrant ~~definitive~~is ~~agreement,~~an ~~there~~emerging ~~was~~growth acompany ~~material~~as ~~relationship~~deﬁned ~~between~~in ~~Mr.~~Rule ~~Joseph~~405 ~~Sinkule, a director~~ of the ~~Company,~~Securities ~~and~~Act ~~GenBioPro,~~of ~~Inc.,~~19 as33 Mr(§230.405 ~~Sinkule was also a director~~ of ~~GenBioPro,~~this ~~Inc.~~chapter) ~~However,~~or ~~and~~Rule ~~after~~12b-2 ~~notifying the Company~~ of the ~~material~~Securities ~~relationship~~Exchange ~~and~~Act ~~possible conflict~~ of ~~interest,~~1934 Mr(§240.12b-2 ~~Sinkule took no part in the deliberations or decision~~ of ~~the~~this ~~Company to enter into the material definitive agreement~~chapter).

~~The~~Emerging ~~Company~~growth ~~was~~company not able to raise sufficient funds in order to timely satisfy its obligation to pay the one hundred and fifty thousand dollars ($150,000.00) as consideration to execute the assignment, and as a result, the material definitive agreement terminated on January 12, 2012 and the twenty six million (26,000,000) shares of Company common stock issued in anticipation of the closing of the material definitive agreement was cancelled and returned to the Company treasury.☐

~~The~~If ~~Company~~an ~~suffered~~emerging nogrowth ~~material~~company, ~~early~~indicate ~~termination~~by ~~penalties~~check asmark aif ~~result~~the ofregistrant ~~its~~has ~~inability~~elected not to ~~raise~~use the ~~one~~extended ~~hundred~~transition ~~and~~period ~~fifty~~for ~~thousand~~complying ~~dollars~~with ~~($150,000.00)~~any asnew ~~consideration~~or torevised ~~execute~~ﬁnancial ~~the~~accounting ~~assignment~~standards provided pursuant to Section 13(a) o f the ~~Company~~Exchange Act. ☐

SEC 873 (05-19)

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Item 5.02 Departure of Directors or Certain Oﬃcers

The Company today filed an 8-K relating to changes in management and board members. Details of these changes can be found under Exhibit A filed herewith.

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.

COMPASS BIOTECHNOLOGIES, INC. (Registrant)

	BANGI, INC.

Date: May 4, 2020	By:	/s/ Nicole Birch
		Nicole Birch, Interim CEO

~~Date January 30, 2012~~3

ByUNANIMOUS ~~/s/~~CONSENT ~~Garth~~TO ~~Likes~~ ACTION IN LIEU OF A SPECIAL MEETING

~~Garth~~OF ~~Likes~~THE BOARD OF DIRECTORS OF BANGI, ~~President~~INC.

Pursuant to the Authority granted to Bangi Investments, LLC to take action without a meeting pursuant to the Articles of Incorporation of BANGI, Inc., a Nevada Corporation (the “Company”), do hereby consent to, adopt, ratify, confirm and approve, as of the date indicated below, the following recitals and resolutions, as evidenced by their signature hereunder:

WHEREAS, Director Willard Jackson twelve months term of service on the Board of Directors ended December 11, 2019;

WHEREAS, Director Willard Jackson continued to serve on the Board of Directors from the end of his term, December 11, 2019 to April 19, 2020;

WHEREAS, Director Hill Harper twelve months term of service on the Board of Directors ended February 9, 2020;

WHEREAS, Director Hill Harper continued to serve on the Board of Directors from the end of his term, February 9, 2020 to April 19, 2020;

WHEREAS, Director Rick Shykora twelve months term of service on the Board of Directors ended April 5, 2020;

WHEREAS, Director Rick Shykora continued to serve on the Board of Directors from the end of his term, April 5, 2020 to April 19, 2020;

WHEREAS, Chairman and CEO Neil Parsan has tendered his resignation from the Board of Directors on April 18, 2020;

WHEREAS, the Company believes it is in the best interest of the Company to accept Neil Parsan’s resignation;

WHEREAS, the undersigned Bangi Investments, LLC, being the 75% majority shareholder of Bangi, Inc., duly empowered to appoint new officers and directors and to consent and approve the actions of the Board of Directors;

NOW, THEREFORE, be it:

RESOLVED, that Directors Willard Jackson, Hill Harper and Richard Shykora terms of service on the Board of Directors has ended;

RESOLVED, that the resignation of Neil Parsan as Chairman of the Board of Directors and CEO of the Company is hereby accepted to take effect immediately;

RESOLVED, that Nicole Birch is hereby appointed Chairperson of the Board of Directors and CEO of the Company effective immediately;

RESOLVED, that the Officers of said Corporation be, and they hereby are, authorized to sign any and all documents and perform any and all acts on behalf of the Corporation, in their discretion, deem necessary, desirable and/or appropriate; and be it.

FURTHER RESOLVED, that the Chief Executive Officer and Secretary of the Corporation hereby are, and each of them with the full authority to act without the others hereby is, authorized, in the name and on behalf of the Corporation, to execute all other documents necessary to facilitate the actions of the Company as described herein, including making the necessary adjustments to the financial statements of the Corporation.

IN WITNESS WHEREOF, we hereby set our hands this 21st day of April, 2020.

Bangi Investments, LLC for Bangi, Inc.

By:
	Nicole Birch, President

Filing Compare · BANGI INC.