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): ~~December~~November 1329, ~~2017~~2018

ECOSCIENCES, INC.

(Exact name of registrant as specified in its charter)

Nevada	333-168413	27-2692640
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

420 Jericho Turnpike, Suite 110, Jericho, NY		11753
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (516) 465-3964

N/A

(Former name or former address, if changed since last report)

With a copy to:

Philip Magri, Esq.

Magri Law, LLC

2642 NE 9th Avenue

Fort Lauderdale, FL 33334

T: (646) 502-5900

F: (646) 826-9200

pmagri@magrilaw.com

www.magrilaw.com

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))

Item 35.02 ~~Unregistered~~Departure ~~Sales~~of Directors or Certain Officers; Election of ~~Equity~~Directors; ~~Securities~~Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

OnEffective ~~December~~November 1429, ~~2017~~2018, Daniel Cohen effectively transitioned from his role as the Chief Operating Officer of Ecosciences, Inc., a Nevada corporation (the “Company”), ~~issued~~ to ~~Joel Falitz,~~ the ~~Chief Executive~~Head ~~Officer,~~of ~~President~~Sales ~~and~~& ~~Chairman~~Marketing of the ~~Board of the~~ Company,’s anoperating ~~aggregate of 8~~subsidiary,~~133,050 shares of Series C Convertible~~ ~~Preferred~~Eco-Logical ~~Stock~~Concepts, ~~par value $0~~Inc.~~0001~~ ~~per~~The ~~share~~move ~~(the~~was ~~“Series~~made Cin ~~Preferred~~order ~~Stock”),~~to ofenable ~~the~~Mr. ~~Company~~Cohen ~~pursuant~~ to ~~that certain~~focus ~~Debt~~primarily ~~Conversion~~on ~~Agreement, dated December 13, 2017 (~~the ~~“Debt~~sales ~~Conversion~~and ~~Agreement”),~~marketing ~~between~~of ~~Mr. Falitz and~~ the Company~~, in exchange for Mr. Falitz~~’s ~~forgiveness~~products ofand ~~$8,133.05~~was ofnot ~~indebtedness~~due ~~owed~~to ~~him~~any bydisagreement ~~the~~between ~~Company~~Mr. ~~The~~Cohen ~~securities were~~with ~~issued pursuant to~~ the ~~registration~~Company’s ~~exemption under Section 3(a)(9) of the Securities Act of 1933~~management, asboard ~~amended~~or ~~(the “Securities Act”)~~auditors.

OnIn ~~December~~connection ~~15,~~with ~~2017~~the foregoing, the Company ~~issued~~and to Mr. ~~Falitz~~Cohen anentered ~~aggregate~~into ofa ~~97,596,600~~Transition ~~shares~~Services ~~of Common Stock pursuant to Mr. Falitz’s Notice of Conversion~~Agreement, dated ~~December~~November 1429, ~~2017, under which Mr~~2018. ~~Falitz converted an aggregate of 8,133,050 shares of Series C Preferred~~ ~~Stock~~A ~~into~~copy ~~an aggregate~~ of ~~97,596,600~~the ~~shares~~Transition ofServices ~~common~~Agreement ~~stock,~~is ~~par~~filed ~~value~~as ~~$0.0001~~Exhibit ~~per share (the “Common Stock”), of the Company~~10.1 ~~According~~ to ~~the~~this ~~Certificate~~Form of8-K ~~Designation,~~and ~~as amended, for the Company’s Series C Preferred Stock each share of Series C Preferred Stock~~ is ~~convertible~~incorporated upon the election the holder thereof, into 12 shares of Common Stock of the Company; provided, however, in connection with any conversion hereunder, each holder of Series C Preferred Stock may not convert any part of the Series C Preferred Stock if such conversion would cause such holder or any of its assignees to beneficially own more than 4.99% of the Common Stock of the Company. The 4.99% conversion limitation was waived by ~~the~~reference ~~Company and Mr~~herein. ~~Falitz. The securities were issued pursuant to the registration exemption under Section 3(a)(9) of the Securities Act.~~

A copy of the Debt Conversion Agreement is filed as Exhibit 10.1 to this Form 8-K and is incorporated by reference herein.

Item 3.03 Material Modification to Rights of Security Holders.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Series C Preferred Stock Amendment

On December 13, 2017, the Company filed a Certificate of Amendment (the “Series C Amendment”) to its Series C Preferred Stock Certificate of Designation with the Secretary of State of Nevada originally filed with the Nevada Secretary of State on April 20, 2015 and amended on June 4, 2015. Pursuant to the Series C Amendment, the Company increased amount of designated Series C Preferred Stock from 10,000,000 to 15,000,000 shares and also removed the restriction that the holder is required to hold the shares for at least one year prior converting such shares into Common Stock. The Series C Amendment also permits the Company to reissue shares of Series C Preferred Stock upon the redemption or conversion of such shares. The Series C Amendment was duly adopted by the Board of Directors and the holders of a majority of the outstanding Series C Preferred Stock.

A copy of the Series C Amendment is filed as Exhibit 3.1 to this Form 8-K and is incorporated by reference herein.

Series D Preferred Stock Amendment

On December 13, 2017, the Company filed a Certificate of Amendment (the “Series D Amendment”) to its Certificate of Designation for the Company’s Series D Convertible Preferred Stock, par value $0.0001 per share (the “Series D Preferred Stock”), with the Secretary of State of Nevada originally filed with the Nevada Secretary of State on June 4, 2015. Pursuant to the Series D Amendment, the Company increased amount of designated Series D Preferred Stock from 10,000,000 to 20,000,000 and also removed the restriction that the holder is required to hold the shares for at least one year prior converting such shares into Common Stock. The Series D Amendment also permits the Company to reissue shares of Series D Preferred Stock upon the redemption or conversion of such shares.

The Series D Amendment was duly adopted by the Board of Directors and the holders of a majority of the outstanding Series D Preferred Stock.

A copy of the Series D Amendment is filed as Exhibit 3.1 to this Form 8-K and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

~~(d)~~ Exhibits

Exhibit Number:		Description:
3.1		Certificate of Amendment to the Series C Convertible Preferred Stock Certificate of Designation
10.1		Transition Service Agreement, dated November 29, 2018, between Ecosciences, Inc. and Daniel Cohen
3.2		Certificate of Amendment to the Series D Convertible Preferred Stock Certificate of Designation
10.1		Debt Conversion Agreement, dated December 13, 2017, between Ecosciences, Inc. and Joel Falitz

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.

	ECOSCIENCES, INC.
Dated: December 15, 2017	By:	/s/ Joel Falitz
Dated: November 30, 2018.	By:	/s/ Joel Falitz
		Joel Falitz
		Chief Executive Officer, President, Secretary & Treasurer
		(Principal Executive Officer)
		(Principal Financial and Accounting Officer)

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