UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

~~the~~ Securities Exchange Act of 1934

Date of Report ~~(Date of earliest event reported)~~: ~~April~~March 1516, ~~2013~~2015

(Date of earliest event reported)

VISTA INTERNATIONAL TECHNOLOGIES, INC.

(Exact Name of Registrant as Specified in ~~its~~ Charter)

Delaware (State or other jurisdiction of incorporation or organization) Commission File Number 000-27783 84-1572525 (I.R.S. Employer Identification Number)


Delaware	000-27783	84-1572525
(State or Other Jurisdiction Incorporation)	(Commission File No.)	(IRS Employer Identification No.)

~~5151~~4835 EMonaco ~~56th Ave~~Street, ~~Suite 101,~~ Commerce City, ~~Colorado~~CO 80022

(Address of Principal Executive Offices) ~~and~~ (Zip Code)

Registrant’s telephone number, including area code: (303) 690-8300

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 (~~Issuer's~~see ~~telephone~~General ~~number~~Instruction A.2. below):

~~Check~~o Written ~~the~~communications ~~appropriate~~pursuant ~~box below if the Form 8-K filing is intended~~ to ~~simultaneously~~Rule 425 ~~satisfy~~under the ~~filing~~Securities ~~obligation~~Act of(17 ~~the~~CFR ~~registrant~~230.425) ~~under any of the following provisions:~~

¨o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

~~Written~~o Pre-commencement communications pursuant to Rule ~~425~~ 14d-2(b) under the ~~Securities~~Exchange Act (17 CFR ~~230~~240.~~425~~14d-2(b))

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

~~Soliciting~~References ~~material~~in ~~pursuant~~this document to ~~Rule~~“Vista,” ~~14a-12~~“we,” ~~under~~“us,” “our,” or the ~~Exchange~~“Company” ~~Act~~refer ~~(17~~to ~~CFR~~Vista ~~240~~International Technologies, Inc.~~14a-12)~~

¨1

~~Pre-commencement~~Item ~~communications~~1.01. ~~pursuant~~Entry tointo ~~Rule~~a ~~14d-2(b)~~Material ~~under~~Definitive ~~the Exchange Act (17 CFR~~ Agreement

~~240~~On March 16, 2015, Vista International Technologies, Inc.~~14d-2~~ (b“Vista”) and Phoenix Renewable Technologies, Inc (“PRTI”) entered into a Purchase and Sale Agreement (the “Sale Agreement”) pursuant to which Vista will sell the 26.9 acre industrial site it owns at 1323 Fulghum Rd. in Hutchins, Texas, and the tire recycling business it operates on the premises, to PRTI.

¨The aggregate consideration to be paid by PRTI to Vista pursuant to the Sale Agreement is $3,000,000. The closing of the sale is contingent on various closing conditions and deliveries, including deposit of earnest money, PRTI’s review of the physical and environmental condition of the property, and satisfactory completion of customary due diligence.

~~Pre-commencement~~Forward ~~communications~~Looking ~~pursuant~~Statements toWarning ~~Rule 13e-4(c) under the Exchange Act (17 CFR~~

~~240~~This filing may contain projections and other forward-looking statements that involve risks and uncertainties.~~13e~~ These statements may differ materially from actual future events or results. Readers are referred to the documents filed by us with the Securities and Exchange Commission, specifically the most recent reports which identify important risk factors that could cause actual results to differ from those contained in the forward-~~4(c))~~looking statements.

~~Section~~The 8information contained in this filing is a statement of Vista’s present intention, belief or expectation and is based upon, among other things, the existing regulatory environment, industry conditions, market conditions and prices, the economy in general and Vista’s assumptions. Vista may change its intention, belief or expectation, at any time and without notice, based upon any changes in such factors, in Vista’s assumptions or otherwise. The cautionary statements contained or referred to in this filing should be considered in connection with any subsequent written or oral forward-looking ~~Other~~statements ~~Events~~that Vista or persons acting on its behalf may issue. This filing may include analysts’ estimates and other information prepared by third parties for which Vista assumes no responsibility.

~~Item~~Vista ~~8.01~~undertakes ~~Other~~no ~~Events~~obligation to review or confirm analysts’ expectations or estimates or to release publicly any revisions to any forward-looking statements and other statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

OnBy ~~April~~including ~~15,~~any ~~2013,~~information ~~the~~in ~~Registrant’s~~this ~~Board~~filing, ofVista ~~Directors~~does ~~unanimously~~not ~~consented~~necessarily toacknowledge ~~amend~~that ~~the~~disclosure ~~2005~~of ~~Equity~~such ~~Participation~~information ~~Plan~~is ~~adopted~~required ~~under~~by ~~the~~applicable ~~name:~~law ~~“Nathaniel~~or ~~Energy~~that ~~Corporation 2005 Equity Participation Plan” (hereafter,~~ the ~~“Plan”)~~information inis ~~the~~material. ~~following manner:~~

a.2

ToSIGNATURES ~~amend the name of the Plan to reflect the actual name of the Company;~~

bPursuant 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.

To amend the Plan to designate twelve million (12,000,000) of the twenty million (20,000,000) available shares for distribution under the Plan to be registered with the Securities and Exchange Commission (hereafter, the “SEC”) on Form S-8 for the retention of persons who provide bona fide services to the Company and who are not involved in any offer or sale of Company securities for capital raising transactions, and who do not directly or indirectly promote a market for the Company’s common stock, all consistent with the SEC Rules governing the registration and use of registered common stock on Form S-8;


	VISTA INTERNATIONAL TECHNOLOGIES, INC.

Dated: March 16, 2015	By:	/s/ Timothy D Ruddy
		Timothy D Ruddy, Interim Chief Executive Officer

To amend the Plan to extend its termination date to February 1, 2020; and,

To amend the Plan to allow the Company’s Board of Directors to amend or modify the terms of the Plan without stockholder approval, provided however, that the Board of Directors shall not, without Stockholder Approval, (i) increase the maximum number of shares as to which Incentive Stock Options may be granted, change the designation of the employees or class of employees eligible to receive Incentive Stock Options, or make any other change which would prevent any Incentive Stock Option granted under the Plan which is intended to be an “incentive stock option” from qualifying as such under the then existing provisions of the Code or any law amendatory thereof or supplemental thereto.

Also on April 15, 2013, Registrant’s Board of Directors unanimously consented to the filing of a Form S-8 Registration Statement with the Commission concerning the twelve million (12,000,000) shares it authorized to be eligible for distribution under the Plan on Form S-8.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

Exhibit Index:

Exhibit Number

Description

EX – 99.1

Board of Directors Resolution dated April 15, 2013

EX – 99.2

Amended Vista International Technologies, Inc. 2005 Equity Participation Plan

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.

VISTA INTERNATIONAL TECHNOLOGIES, INC. (Registrant)

Date April 17, 2013

By /s/ Timothy D. Ruddy

Timothy D. Ruddy

Interim Chief Executive Officer

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