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

Commission File Number: 333-202970

Date of Report (Date of earliest event reported): ~~November~~May 1829, ~~2019~~2020

Vitalibis, Inc.

(Exact name of Registrant as specified in its charter)

Nevada		30-0828224
(State of incorporation)		(IRS Employer ID Number)

3960 Howard Hughes Parkway, Suite 500, Las Vegas, NV 89169

Address of Principal Executive Office

(Previous Address of principal executive offices)

702-944-9620

Registrant’s telephone number, including area code

________________________________________

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

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

Title of each class:

None

Name of each exchange on which registered:

None

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

Title of each class:

None

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 (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. ☐

Item 8.01 Other Events.

At a Special Meeting of the Board of Directors of Vitalibis, Inc., a Nevada corporation, held on ~~November~~May 1829, ~~2019~~2020, the Board adopted the following ~~Resolutions~~Resolution:

1)After ~~Designated~~due 1consideration,~~000,000~~ ~~shares~~the ofBoard ~~its 5,000,000 shares~~ of ~~its~~Directors ~~authorized~~unanimously approved ~~Preferred~~a ~~Stock~~resolution asauthorizing ~~“Series~~the ACompany ~~Preferred~~to ~~Stock”.~~present ~~Each~~to ~~one~~shareholders ~~(1)~~for ~~share~~approval ofthe ~~Series~~Board’s Arecommendation ~~Preferred~~to ~~Stock~~amend the ~~will~~Company’s ~~have~~Articles ~~voting~~of ~~rights~~Incorporation ~~equal~~ to ~~250~~effect ~~votes~~an ~~and~~increase isof ~~fully~~the ~~entitled~~Company’s toAuthorized ~~vote~~Shares ~~generally with the shares~~ of ~~common~~Common ~~stock~~Stock, par onvalue ~~all matters~~$.001, ~~The~~pursuant ~~total~~to ~~aggregate~~applicable ~~number~~Nevada ofstate ~~votes~~laws, ~~represented~~rules byand ~~the 1~~regulations,~~000,000~~ ~~shares~~as ofwell ~~Series~~as Athe ~~Preferred~~Company’s ~~Stock is 250,000,000 votes~~Bylaws.

2)Based ~~Authorizing~~on a resolution and recommendation from the 1Board of Directors,~~000~~ on May 29,~~000~~ ~~shares~~2020, ofthe ~~Series~~shareholders Aholding ~~Preferred~~the ~~Stock~~majority tovoting bepower ~~issued~~and tocontrol ~~current~~(86%) ~~management~~of tothe ~~further~~total ~~its~~shares ~~unique~~eligible ~~and~~to ~~proprietary~~vote ~~business~~(“Controlling Shareholders”), ~~business~~by ~~model~~consent resolution, and ~~business~~pursuant ~~plan,~~to ~~all~~Section 2.17 of ~~which~~Article ~~current~~II ~~management~~of ~~created~~the Bylaws, and ~~developed.~~Nevada ~~The~~Revised 1Statutes (NRS) §78.320,~~000,000~~ ~~shares~~subparagraphs ~~shall~~2 beand ~~issued~~3 thereunder, asunanimously ~~follows:~~approved ~~500,000~~an ~~shares~~Amendment to the Company’s Articles of Incorporation ~~Series~~increasing Athe ~~Preferred~~authorized Common Stock, topar ~~Steven~~value ~~Raack~~$.001, ~~and~~from ~~500~~195,000,000 shares ~~of Series A Preferred Stock~~ to ~~Thomas~~495,000,000 ~~Raack~~shares.

AtThe aControlling ~~Special~~Shareholders ~~Meeting~~further ofauthorized and empowered the Board of Directors, offor ~~Vitalibis,~~and ~~Inc.,~~on abehalf ~~Nevada~~of ~~corporation~~the Company, ~~held~~to onexecute ~~November~~and ~~22,~~file ~~2019,~~ the ~~Board~~Amendment ~~adopted~~with the ~~following~~Nevada ~~Resolutions:~~Secretary of State.

1)The ~~Authorizing~~Amendment ~~the~~was ~~Company~~duly tofiled ~~present~~with toand ~~shareholders~~recorded ~~for~~by ~~approval of an amendment to the Company’s Articles of Incorporation to effect the change of the Company’s Authorized Shares pursuant to applicable~~ Nevada ~~state laws, rules and regulations, as well as the Company’s Bylaws; The majority~~ Secretary of ~~the~~State ~~shareholders~~in ~~unanimously~~May ~~approved increasing the authorized shares from 112~~29,~~500,000~~ ~~to 195,000,000 authorized shares of Common Stock~~2020.

The ~~shareholders~~Company ~~hereby~~is ~~approve~~closely ~~all~~monitoring ofadditional ~~the~~convertible ~~resolutions~~note ~~and~~conversions ~~actions of the Board heretofore adopted~~ and ~~taken~~has asdisclosed ~~acts~~all ofconversions ~~the~~below ~~Company~~since ~~related~~filing toits ~~the~~10-Q ~~above resolutions and hereby is authorized, empowered and directed, for and~~ on ~~behalf~~May ~~of the Company~~15, ~~to execute and file with the Nevada Secretary of State the Amendment;~~ 2020.

~~Item~~In ~~9.01~~May ~~Financial~~2020, ~~Statements~~the holder of a November 25, 2019 convertible promissory note converted $41,640 of principal and ~~Exhibits~~$3,000 of fees into 5,900,000 shares of common stock.

3.1	Certificate of Amendment
3.2	Certificate of Designation

In May and June 2020, the holder of the second November 25, 2019 convertible promissory note converted $101,100 of principal into 13,634,093 shares of common stock.

~~Signatures~~In May 2020, the holder of the March 29, 2019 convertible promissory note that is currently in default converted $19,000 of principal into 2,857,142 shares of common stock.

~~Pursuant~~As toof the ~~requirements~~date of ~~the~~ ~~Securities~~this ~~Exchange~~Form ~~Act~~8-K ~~of 1934~~report, ~~the~~ ~~registrant has~~there ~~duly~~were ~~caused~~79,490,933 shares ~~this~~of ~~report~~common tostock beissued ~~signed~~and ~~on its behalf by the undersigned hereunto duly authorized~~outstanding.

~~Date: November 29, 2019~~Signatures

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

ByDate: ~~/s/ Steve Raack~~ June 3, 2020

~~Steve~~VITALIBIS, ~~Raack~~Inc.

~~President and Chief Executive Officer~~By: /s/ Steve Raack

Steve Raack

President and Chief Executive Officer

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