UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) January 11, 2021

ABV Consulting, Inc.

(Exact name of registrant as specified in its charter)

Nevada

333-198567

46-3997344

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

Unit 1101-1102, 11/F, Railway Plaza

39 Chatham Road S.

Tsim Sha Tsui, Kowloon, Hong Kong

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code (852) 3758-2226

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 (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))

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 ☒

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. ☐

Section 8 - Other Events

Item 8.01 Other Events.

On January 13, 2021, the Company entered into an agreement whereby independent of the Company’s wholly-owned subsidiary, ABV Consulting Limited will agree to market and sell the Company’s core product, a health-oriented specialty rice.

In consideration for agreeing to market and sell the Company’s product, the Company will agree to issue up to 5,000,000 shares of common stock. The independent contractors will receive stock at a rate of fifty percent (50%) of the sales price of the rice. The shares will be issued at the greater of $1.50 per shares, or the then current price of the common stock as traded on the OTCMarkets.

The shares will be issued pursuant to Section 4(2(a) of the Securities Act of 1933, and Regulation S promulgated thereunder.

In addition, the Company will be entering into an agreement with Xinjiang Hefeng Zhitong Biotechnology Co., Ltd., to assist in the distribution of rice and the supervision of the independent contractors.

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.

	ABV Consulting, Inc.

Date: January 13, 2021	By:	/s/ Jian Wei Yu
		President and Chief Executive Officer

ABV CONSULTING, INC. 8-K