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): ~~July~~August 161, 2018

Drone Guarder, Inc.

(Exact name of registrant as specified in its charter)

Nevada	000-55766	39-2079422
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

86-90 Paul Street

London, England

EC2A 4NE

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: 415-835-9463

______________________

(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 (17CFR 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 [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. [X]

SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS

~~SECTION~~ITEM 31.01 - ~~SECURITIES~~ENTRY ~~AND~~INTO ~~TRADING~~A ~~MARKETS~~MATERIAL DEFINITIVE AGREEMENT

~~Item~~On 3August 1, 2018, Drone Guarder, Inc.02, ~~Unregistered~~a ~~Sales~~Nevada ofcorporation ~~Equity~~(the “Company”) entered into a Securities Purchase Agreement (the “Power Up SPA”) with Power Up Lending Group Ltd. (“Power Up”) pursuant to which Power Up purchased a convertible promissory note evidencing a loan of $153,000. On August 1, 2018, the Company issued Power Up a $153,000 convertible promissory note (the “Power Up Note”). The Power Up Note entitles the holder to 12% interest per annum and matures on May 15, 2019.

OnPower ~~July~~Up ~~16,~~may ~~2018~~convert the Power Up Note into shares of the Company’s common stock beginning on the date which is 180 days from the issuance date of the Power Up Note, weat ~~issued~~a price equal to ~~Mr.~~65% ~~Adam~~of ~~Taylor~~the 1lowest two (2) trading prices during the 20 trading day period ending on the last complete trading date prior to the date of conversion,~~000~~ provided,~~000~~ ~~shares~~however, ofthat ~~our~~Power ~~newly~~Up ~~created~~may ~~Series~~not Aconvert ~~Preferred~~the ~~Stock~~Power Up Note to the extent that such conversion would result in ~~lieu~~Power Up’s beneficial ownership being in excess of 4.99% of the ~~10,000,000~~Company’s ~~shares~~issued ofand outstanding common stock ~~owed~~together towith ~~him~~all ~~under~~shares ~~his~~owned ~~employment~~by ~~agreement~~Power Up and its affiliates. The beneficial ownership limitation may not be waived by Power Up.

~~These~~If ~~securities~~the ~~were~~Company ~~issued~~prepays ~~pursuant~~the toPower ~~Section~~Up Note within 30 days of its issuance, ~~4(2)~~the Company must pay all of the ~~Securities~~principal ~~Act~~at ~~and/or~~a ~~Rule~~cash ~~506~~redemption ~~promulgated~~premium ~~thereunder.~~of ~~The~~115%; ~~investor~~if ~~represented~~such ~~his~~prepayment ~~intention~~is tomade ~~acquire~~between the ~~securities~~31st day ~~for~~and ~~investment~~the ~~only~~60th ~~and~~day ~~not~~after ~~with~~the aissuance ~~view~~of ~~towards~~the ~~distribution.~~note, ~~The~~then ~~investor~~such ~~was~~redemption ~~given~~premium ~~adequate~~is ~~information~~120%; ~~about~~if ussuch repayment is made from the sixty first 61st to ~~make~~the an90th ~~informed~~day after issuance, then such redemption premium is 125%; if such repayment is made from the 91st to the ~~investment~~120th ~~decision.~~day Weafter ~~did~~issuance, ~~not~~then ~~engage~~such inredemption ~~any~~premium ~~general~~is ~~solicitation~~130%; orif ~~advertising.~~such Werepayment ~~directed~~is ~~our~~made ~~transfer~~from ~~agent~~the 121st to ~~issue~~the 150th day after issuance, then such redemption premium is 135%; and if such repayment is made from the 151st to the 180th day after issuance, then ~~stock~~such ~~certificates~~redemption ~~with~~premium is 140%. After the ~~appropriate~~expiration ~~restrictive~~of ~~legend~~the ~~affixed~~180 todays following the ~~restricted~~issuance, ~~stock~~there shall be no further right of pre-payment.

~~Item~~In ~~3.03~~connection ~~Material~~with ~~Modification~~the ofPower ~~Rights~~Up Note, the Company agreed to cause its transfer agent to reserve 62,769,230 shares of ~~Security~~the ~~Holders~~Company’s common stock, in the event that the Power Up Note is converted.

OnThe ~~July~~foregoing ~~16,~~descriptions ~~2018, pursuant to Article III~~ of ~~our~~ ~~Articles~~the ofPower ~~Incorporation,~~Up ~~our~~Note ~~Board~~and ofPower ~~Directors~~Up ~~voted to designate a class of preferred stock entitled Series A Preferred~~SPA ~~Stock,~~are ~~consisting~~qualified ofin uptheir ~~1,000,000~~entirety ~~shares,~~by ~~par~~reference ~~value~~to ~~$0.001. Under~~ the ~~Certificate~~full oftext ~~Designation, holders~~ of ~~Series~~the Aform ~~Preferred Stock will participate on an equal basis per-share with holders~~ of ~~our~~Securities ~~common~~Purchase ~~stock~~Agreement inand ~~any~~form ~~distribution upon winding up~~note, ~~dissolution,~~copies ~~or liquidation. Holders~~ of ~~Series~~which ~~A Preferred Stock~~ are ~~entitled~~filed toherewith ~~vote~~as ~~together~~Exhibit ~~with the holders of our common stock on all matters submitted to shareholders at a rate of~~ 4.1~~,000~~ ~~votes~~and ~~for each share held~~10.1 ~~Holders~~respectively, ofand ~~Series A Preferred Stock~~ are ~~entitled~~incorporated toby ~~convert each~~reference ~~share held for 10 shares of common stock~~herein.

~~The~~SECTION ~~rights~~2 of- ~~the~~FINANCIAL holders of Series A Preferred Stock are defined in the relevant Certificate of Designation filed with the Nevada Secretary of State on July 16, 2018, attached hereto as Exhibit 3.1, and is incorporated by reference herein.INFORMATION

~~SECTION~~Item 52.03 – ~~Corporate~~Creation of ~~Governance~~a ~~and~~Direct ~~Management~~Financial Obligation

~~Item~~The 5information set forth in Items 1.0301 ~~Amendments~~is incorporated tointo ~~Articles~~this ofItem ~~Incorporation~~2.03 orby ~~Bylaws~~reference.

~~The~~SECTION ~~disclosures~~9 ~~set~~– ~~forth in Item 3.03 are~~Financial ~~incorporated~~Statements byand ~~reference into this Item 5.03.~~Exhibits

~~SECTION~~Item 9.01 – Financial Statements and Exhibits.

Item 9.01 Financial Statements and Exhibits

Exhibit No.	Description
4.1	Power Up Note
10.1	Power Up SPA

Exhibit No.	Description
3.1	Certificate of Designation

2SIGNATURES

~~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.

~~Pursuant~~Drone ~~to the requirements of the Securities Exchange Act of 1934~~Guarder, ~~the~~ ~~registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized~~Inc.

~~Drone~~/s/ ~~Guarder,~~Adam ~~Inc.~~Taylor

~~/s/~~ Adam Taylor

~~Adam Taylor~~ Chief Executive Officer

Date: ~~July~~August 1613, 2018

Filing Compare · Drone Guarder, Inc.