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): ~~June~~July 233, ~~2021.~~2022

3D PIONEER SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Nevada

000-56089

46-2276094

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

Unit 1, 53 Brandl Street,

Eight Miles Plains, QLD 4113 Australia

+61 423 643 101

(Address, including zip code, and telephone number, including area code,
of registrant’s principal executive offices)

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

Check the appropriate box below if the Form 8-K 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 CFR 240.14d-2(b)) [☐ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common		DPSM		OTC Pink

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ~~[X]~~☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ~~[ ]~~☐

Item 1 5.0102 ~~Entry~~Departure ~~into~~of aDirectors ~~Material~~or ~~Definitive~~Certain ~~Agreement.~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On ~~June~~July 233, ~~2021~~2022, 3DIdriz ~~Pioneer~~Konjari ~~Systems~~resigned ~~Inc.(“DPSM”~~as orChief ~~the~~Executive ~~“Company”)~~Officer, ~~entered~~President ~~into~~ and ~~closed~~CFO ~~a Share Sale Agreement with Host Group~~ of ~~Companies~~3D ~~Pty~~Pioneer ~~Ltd.~~Systems, anInc. ~~Australian corporation~~ (~~“Host~~the ~~Group~~“Company”). Also, ~~and~~on ~~shareholders~~July ~~of Host Group~~3, ~~pursuant to~~2022 ~~which~~in the ~~Company~~best ~~acquired~~interests ~~100%~~ of the ~~issued~~Company, ~~and~~the ~~outstanding~~Board ~~capital~~appointed ~~stock~~Agim ~~of Host Group in exchange for 3~~Metalla,~~771,429~~ ~~shares~~a ofcurrent ~~the Company’s common stock~~Director, ~~valued~~to atbe ~~approximately~~Chief ~~USD 2~~Executive Officer,~~640,000.~~ ~~Host~~President ~~Group~~and isCFO anof ~~Australian company incorporated under~~ the ~~Australian Securities & Investment Commission~~Company. ItThe ~~operates~~Board athanks ~~data centre at the Brisbane Technology Park that offers cloud, dedicated, co-location and hosting services~~Mr. ~~It’s~~Konjari ~~subsidiary,~~for ~~Host~~all ~~Networks~~of ~~also~~his ~~operates~~past anhard ~~Australian~~work ~~autonomous~~on ~~network~~behalf ~~comprised~~ of athe ~~fully~~Company ~~diverse,~~as its ~~multi-homed~~CEO, ~~dual~~President ~~stack,~~and ~~redundant transit service spanning the eastern coast of Australia~~CFO.

~~James~~Agim ~~Kennett,~~Metalla ~~Director~~- ~~of Host Networks~~President, ~~said “We are pleased to have entered into this agreement with DPSM. The dramatic increase in demand for data storage and security since COVID 19 commenced has seen our business~~CEO, ~~along~~CFO ~~with our whole industry, require rapid expansion,~~ and ~~so we are excited about the additional resources this gives us to grow our operations and capacity”.~~Director

~~The~~Agim ~~foregoing~~Metalla ~~description~~was appointed Director of the ~~Share~~Company ~~Sale~~in ~~Agreement~~December ~~does~~2020 ~~not~~after ~~purport~~the tochange beof ~~complete~~control ~~and~~in November 2020. Mr. Metalla is ~~qualified~~a multi-lingual professional with global experience in ~~its~~Business ~~entirety~~Development byManagement ~~reference~~and Leadership skills, Sales and Marketing, Problem Solving Techniques, Operations Excellence and Continuous Improvement. Ready for a new challenge with a progressive local or international organization. From June 2007 to the present Mr. Metalla has been the Operations Director for Expitris Worldwide Sdn Bhd, a Malaysian company, providing ~~complete~~training, ~~text~~in house/onsite workshops, and benchmarking of successful businesses in Malaysia and South- east Asia. Mr Metalla has a Masters of Comparative Law from IUM Kuala Lumpur, Malaysia and a bachelor’s degree from the ~~document~~University of Medina, ~~which~~Kingdom isof ~~filed~~Saudi asArabia. Mr. anMetalla ~~exhibit~~speaks, toEnglish, ~~this~~Arabic, ~~report~~Bahasa (Malay) and Italian and is ~~incorporated~~a ~~herein~~tutor byto ~~reference~~law students at IUM.

Item 3.02 Unregistered Sales of Equity Securities

The information set forth in Item 1.01 of this report is incorporated by reference into this Item 3.02. The issuance of the 3,771,429 shares of Common Stock pursuant to the Share Sale Agreement were made in reliance on the exemption from registration afforded under Section 4(2) of the Securities Act of 1933, as amended, and/or Rule 506 of Regulation D and/or Regulation S promulgated thereunder. Such offer and sale were not conducted in connection with a public offering, and no public solicitation or advertisement was made or relied upon by the Seller/Investor in connection with the issuance by the Company of the Shares.

Item 7.01 Regulation FD Disclosure

On June 24, 2021, DPSM issued a press release announcing the acquisition of Host Group. A copy of the press release is being furnished as Exhibit 99.1 hereto and is incorporated into this Item 7.01 by reference.

The information furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing of Basic’s under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 9.01 Financial Statements and Exhibits.

(a)	Financial Statements of Business Acquired. The Registrant hereby undertakes to file the financial statements required by this Item 9.01(a) not later than 71 days after the date this Form 8-K was due for filing.
(b)	Pro Forma Financial Statements. The Registrant hereby undertakes to file the pro forma financial information required by this Item 9.01(b) not later than 71 days after the date this Form 8-K was due for filing.

(d) Exhibits

Exhibit No.		Description
10.1		Share Sale Agreement
99.1		Press Release issued June 24, 2021

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.

	3D PIONEER SYSTEMS, INC.
Dated: June 29, 2021	By:	/s/ Patrick St-Pierre
Dated: July 12, 2022	By:	/s/ Agim Metalla
		Patrick St-Pierre
		Agim Metalla
		CEO and President
		CEO, President, CFO and Director

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