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): ~~October~~August 1630, ~~2023~~2024

Alterola Biotech, Inc.
(Exact name of registrant as specified in its charter)

Nevada	333-156091	82-1317032
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

47 Hamilton Square Birkenhead Merseyside United Kingdom

CH41 5AR

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: +44 151 601 9477

________________________________________________

(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 [ ]

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~~Securities 3registered –pursuant ~~SECURITIES~~to ~~AND~~Section ~~TRADING~~12(b) ~~MARKETS~~of the Act: None.

~~Item~~SECTION 1 ~~3.02~~– ~~Unregistered~~Registrant’s ~~Sales~~Business ofand ~~Equity Securities.~~Operations

~~On October 16, 2023, TPR Global Limited, Equipped~~Item ~~4 Holdings Limited and Phytotherapeutix Holdings Ltd converted a total of $2~~1.~~35m~~01 ~~USD~~Entry ofInto ~~debt~~A inMaterially ~~Alterola~~Definitive ~~Biotech Inc. (the “Company”) into common shares at a price of $0.004 per share.~~Agreement

~~The~~On ~~issuance~~August of30, ~~the~~2024, ~~shares~~we isborrowed ~~exempt~~$310,000 from ~~registration~~FLUFFY’S inWORLD, ~~reliance~~LLC ~~upon~~– ~~Section~~FWP3, ~~4(2)~~a ~~and/or~~Delaware ~~Regulation~~series Dlimited ofliability ~~the~~company, ~~Securities~~under ~~Act~~the terms of ~~1933,~~a asconvertible ~~amended~~promissory note (the “Note”) for working capital.

~~SECTION~~Interest 4-under ~~Matters~~the ~~Related~~Note tois 12% per annum, and the ~~Accountants~~principal and ~~Financial~~all ~~Statements~~accrued but unpaid interest is due on August 30, 2025. The Note may not be prepaid in whole or in part unless agreed to between the parties.

~~Item~~The 4Note is convertible at any time or upon a default into shares of our common stock provided that the lender shall not own more than 9.0199% ~~Changes~~of inour ~~Registrant’s~~outstanding ~~Certifying~~shares ~~Accountant~~at any given time.

On For ~~October~~a ~~20,~~voluntary ~~2023~~conversion, the ~~Company~~conversion ~~was~~price ~~informed~~is ~~that~~equal ~~Gries~~to ~~and~~the ~~Associates, LLC~~lower ~~(“Gries”)~~of ~~had~~90% ~~sold~~of ~~its~~our ~~business~~outstanding toshares ~~GreenGrowth~~and ~~CPAs~~50% of the average of the two (~~“GreenGrowth”~~2). Onlowest ~~October~~closing ~~20,~~prices ~~2023,~~for the ~~Company~~proceeding ~~dismissed Gries~~15 astrading ~~its~~days ~~independent~~prior ~~accountant~~to conversion. OnAt ~~October~~any 20time, ~~2023,~~and ~~the~~from ~~Company~~time ~~engaged~~to ~~and~~time ~~executed~~after an ~~agreement~~event of ~~with~~default, ~~GreenGrowth~~the ~~GreenGrowth, as~~lender may utilize the ~~Company’s~~Default ~~new~~Conversion ~~independent~~Price ~~accountant~~in toits ~~replace~~sole ~~Gries~~discretion. The ~~board~~“Default ofConversion ~~directors~~Price” ofshall be ~~the~~a ~~Company~~rate ~~approved~~per ~~the~~share ~~decision~~equal to ~~change independent accountants~~$0.002.

~~The~~All ~~reports~~amounts ofdue ~~Gries~~under ~~regarding~~ the ~~Company’s~~note ~~financial~~become ~~statements~~immediately ~~for~~due and payable by us upon the ~~fiscal~~occurrence ~~years~~of ~~ended~~an ~~March~~event 31of default, ~~2023~~which ~~and~~includes ~~2022,~~(i) ~~being~~our failure to pay the ~~two~~amounts ~~most~~due ~~recent~~at ~~fiscal~~maturity, ~~years~~(ii) our ~~for~~failure ~~which~~to deliver shares of our common stock upon any conversion of the ~~Company~~note, ~~has~~(iii) ~~filed~~a ~~audited~~breach ~~financial~~of the covenants, representations or ~~statements~~warranties ~~with~~under the ~~Securities~~note ~~and~~or ~~Exchange~~the ~~Commission~~Purchase Agreement, (iv) the ~~“SEC”),~~appointment ~~did~~of ~~not~~a ~~contain~~trustee, ~~any~~a ~~adverse~~judgment ~~opinion~~against orus ~~disclaimer~~in excess of ~~opinion~~$50,000 (subject ~~and~~to ~~were~~a ~~not~~cure ~~qualified~~period), a liquidation of our company or ~~modified~~the asfiling toof ~~uncertainty~~a bankruptcy petition, ~~audit~~(v) ~~scope~~delisting orof ~~accounting~~our ~~principles~~common stock from the OTC Markets, ~~except~~(vi) toany ~~indicate~~restatement ~~that~~of ~~there~~our ~~was~~financial ~~substantial doubt~~statements, ~~about~~or ~~the~~(vii) ~~Company’s~~cessation ~~ability~~of tooperations ~~continue~~and maintenance of assets, as awell ~~going~~as ~~concern~~certain other provisions as set forth in the note.

~~During~~Upon ~~the~~any ~~fiscal years ended March 31~~default, ~~2023~~we ~~and~~would ~~2022,~~be ~~and~~obligated ~~through October 20, 2023, the Company had no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions~~ to ~~Item~~pay ~~304~~150% of ~~Regulation~~the ~~S-K) with Gries on any matter of accounting principles or practices~~principal, ~~financial~~accrued ~~statement~~interest ~~disclosure~~and orother ~~auditing~~amounts ~~scope or procedures, which disagreements, if not resolved to the satisfaction of Gries would have caused Gries to make reference thereto in connection with its report~~due.

~~During~~The ~~the~~foregoing ~~fiscal~~description ~~years~~of ~~ended December 31, 2022, and 2021, and through October 20, 2023,~~ the ~~Company~~Note ~~did~~does not ~~experience~~purport to ~~any~~be ~~reportable~~complete ~~events~~and ~~(as~~is ~~defined~~qualified in ~~Item~~its ~~304(a)(1)(v)~~entirety ofby ~~Regulation~~reference ~~S-K),~~to ~~except~~the ~~that management~~complete text of the ~~Company~~Note, ~~discussed~~which ~~with~~is ~~Gries~~filed ~~the~~as ~~continued~~Exhibit ~~existence~~4.1 ofhereto, ~~material~~and is ~~weaknesses~~incorporated inherein ~~the~~by ~~Company’s~~this ~~internal control over financial reporting~~reference.

~~The Company requested Gries to furnish it with a letter addressed to the~~SECTION ~~SEC~~2 ~~stating~~- ~~whether~~Financial or not Gries agrees with the above statements and, if it does not agree, the respects in which it does not agree. A copy of the letter, dated October 20, 2023, is filed as Exhibit 16.1 to this current report on Form 8-K.INFORMATION

~~During~~Item ~~the~~2.03 ~~Company’s~~Creation ~~fiscal~~of ~~years~~a ~~ended~~Direct ~~March~~Financial ~~31,~~Obligation ~~2023~~or ~~and~~an ~~2022, and~~Obligation ~~through~~under ~~October~~an ~~20,~~Off-Balance ~~2023,~~Sheet ~~neither~~Arrangement ~~the Company nor anyone on the Company’s behalf consulted with Gries regarding any~~ of ~~the~~a ~~following:~~Registrant

~~(i) either~~The ~~the~~information ~~application~~contained ~~of accounting~~in ~~principles~~Item to1.01 aabove ~~specified~~is ~~transaction,~~incorporated ~~either~~herein completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and neither a written report nor oral advice was provided to the Company that Gries concluded was an important factor considered by ~~the~~reference ~~Company~~into inthis ~~reaching a decision as to any accounting, auditing or financial reporting issue;~~Item or2.03.

~~(ii) any matter that was either~~SECTION ~~the~~ ~~subject~~9 of- aFinancial ~~disagreement~~Statements ~~(as defined in Item 304(a)(1)(iv) of Regulation S-K~~ and ~~the related instructions to Item 304 of Regulation S-K) or a reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K)~~Exhibits.

2Item 9.01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

Exhibit No.	Description
4.1	Convertible Promissory Note, dated August 30, 2024

~~Item 9.01 Financial Statements and Exhibits~~3

Exhibit No.	Description
16.1	Letter from Gries and Associates, LLC

SIGNATURES

3Pursuant 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.

~~SIGNATURES~~Alterola Biotech, Inc.

~~Pursuant~~/s/ toTimothy ~~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.~~Rogers

~~Alterola~~Timothy ~~Biotech, Inc.~~Rogers

~~/s/~~Executive ~~David Hitchcock~~Chairman

~~David~~Date: ~~Hitchcock~~September 12, 2024

~~Chief Executive Officer~~4

Date: October 20, 2023

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