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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
Date
of Report (Date of earliest event reported): February 12, 2025
PINEAPPLE
EXPRESS CANNABIS COMPANY
Dba
PINYA
XP®
(Exact
name of registrant as specified in its charter)
| NEVADA |
|
001-41762 |
|
33-3266062 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer No.) |
300
Peachtree Street NE Ste 1775
Atlanta,
GA 30308
(Address
of principal executive offices)
(404)
734-3277
(Registrant’s
telephone number, including area code)
12301
Wilshire Blvd Suite 302
Los
Angeles, CA 90025
(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)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| COMMON |
|
PNXP |
|
U.S.
Reporting: SEC Reporting |
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
5.01 CHANGE IN CONTROL OF REGISTRANT
On
January 30, 2025, Mr. Matthew Feinstein and Mr. Shawn Credle collectively sold 16,000,000 shares of Common Stock to Mr. Franjose “Frank”
Yglesias in exchange for $335,000USD. A copy of the Share Purchase Agreement is attached hereto as Exhibit 5.01.
ITEM
5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
As
of February 12, 2025, The Board of Directors of PNXP accepted the Resignation of Mr. Matthew Feinstein as Chief Executive Officer “CEO”,
President, Directors and Chairman of the Board. A copy of the Mr. Matthew Feinstein resignation is attached hereto as Exhibit 5.02.
As
of February 12, 2025, The Board of Directors of PNXP accepted the appointment of Mr. Franjose “Frank” Yglesias as Chief Executive
Officer “CEO”, President, Directors and Chairman of the Board.
ITEM
7.01 REGULATION FD DISCLOSURE.
As
of February 19, 2025, Pineapple Express Cannabis Company issued a press release (the “Press Release”) Pineapple
Express Cannabis Company Announces Leadership Transition. The full text of the press release issued in connection with the announcement
is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The
information furnished under Item 7.01, including Exhibit 1 hereto, of this Current Report on Form 8-K shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities under that Section,
nor shall it be deemed incorporated by reference into any registration statement or other filings of the Company made under the Securities
Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
Item
8.01 Other Events.
On
February 12, 2025, the Company moved its headquarters to 300 Peachtree Street NE Ste 1775 Atlanta, GA 30308. The Company’s telephone
number also changed to 1-404-734-3277
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.
| Date: February 18, 2025 |
PINEAPPLE EXPRESS CANNABIS COMPANY Dba PINYA XP® |
| |
|
|
| |
By: |
/s/ Franjose “Frank” Yglesias |
| |
|
Franjose “Frank” Yglesias, CEO |
Exhibit
99.1
Pineapple
Express Cannabis Company Announces Leadership Transition
ATLANTA,
GA — February 19, 2025 — Pineapple Express Cannabis Company (USOTC: PNXP) (“PNXP” or the “Company”),
today announced that Matthew Feinstein has stepped down from his positions as Chief Executive Officer, President, and Chairman of the
Board. The Board of Directors has appointed Franjose “Frank” Yglesias as Chief Executive Officer, President, and Chairman,
effective immediately.
“On
behalf of the Board of Directors and the Investor Community, we want to thank Matt for his dedication and contributions to Pineapple
Express Cannabis Company,” said Frank Yglesias, incoming CEO. “Under his leadership, the company established a strong foundation
in the cannabis industry, and we wish him the best in his future endeavors.”
The
Company also announces the relocation of its corporate headquarters from Los Angeles, California to Atlanta, Georgia, positioning the
company for its next phase of growth and innovation.
“I
am honored to lead Pineapple Express Cannabis Company into its next chapter,” said Yglesias. “We see tremendous opportunities
to leverage cutting-edge Fourth Industrial Revolution (4IR) technology to revolutionize the cannabis industry. In the next few weeks,
we will be in a highly transitional phase in which I will keep the shareholder community abreast on an almost daily basis on our official
X account https://x.com/pinyaxp,” said Yglesias.
About
Frank Yglesias
Frank
Yglesias brings extensive experience in technology, blockchain, and public markets to PNXP. As an engineer and entrepreneur, he has served
as CEO and Director of various publicly traded companies, since 2008. His expertise spans blockchain technology, having advised the Republic
of Panama on crypto-asset law and served on the digital assets development council in The Bahamas. Mr. Yglesias provided technical support
to major cryptocurrency mining operations and has extensive experience in international business consulting, working with various embassies
and the U.S. Department of Agriculture in Beijing, China, where he lived for over 15 years. He began his career as an electronic and
mechanical engineer at Eastman Kodak during the 1990s.
About
Pineapple Express Cannabis Company dba PINYA XP
At
PINYA XP (USOTC: PNXP), our mission begins with saving lives. Through our GROOVY PaaS 4IR Ecosystem, we provide unalterable verification
of cannabis product authenticity, ensuring consumers receive exactly what they expect. This blockchain-powered system prevents counterfeit
products from reaching the market, protecting consumers from potentially harmful substances while enabling healthcare professionals to
confidently recommend products with verified profiles.
Our
centralized Hyperledger Fabric blockchain creates an immutable record of each product’s journey from seed to sale. Every scan of
our QR-NFT tags reveals a complete history of the product’s cultivation, testing, and distribution, establishing an unbreakable
chain of trust throughout the supply chain. This transparency isn’t just about compliance – it’s about creating a safer
cannabis industry for everyone.
The
GROOVY Rewards program transforms product authentication into an engaging experience. Consumers earn rewards for verifying products,
completing educational modules, and participating in our community. This gamification approach not only encourages active participation
in product safety but also generates valuable data insights that help drive industry improvements.
Our
Geno-NFT Library revolutionizes intellectual property protection in cannabis. This secure, blockchain-based repository allows growers
to register their unique strains and receive automatic royalties when their genetics are used in authenticated products. By ensuring
fair compensation for innovation, we’re fostering the development of new, high-quality cannabis varieties.
The
GROOVY Marketplace connects all these elements into a comprehensive ecosystem where authenticated products, verified genetics, and engaged
consumers come together. Our AI-powered analytics engine processes this rich data to provide actionable insights, enabling businesses
to make informed decisions while ensuring product safety and quality.
Cautionary
Statement Regarding Forward-Looking Statements
This
document may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements
reflect management’s current expectations, assumptions, and projections about future events or financial performance and are not
guarantees of future results. Forward-looking statements are inherently subject to risks and uncertainties that could cause actual results
to differ materially from those expressed or implied. Statements containing words like “believe,” “anticipate,”
“endeavor,” “estimate,” “expect,” “project,” “intend,” or similar expressions
identify these forward-looking statements. Specifically, statements regarding future growth, market adoption of Groovy’s platform,
regulatory developments, technological advancements, and financial performance in the cannabis and cryptocurrency industries are subject
to these risks and uncertainties.
Factors
that could cause actual results to differ materially from those currently anticipated include, but are not limited to: the risks associated
with the evolving cannabis market, including but not limited to regulatory uncertainties and changes in laws and regulations; competitive
pressures within the cannabis sector; technological disruptions impacting operational efficiency; fluctuations in market demand; variations
in product pricing; the ability to effectively penetrate new markets; and the potential financial or reputational impacts from legal,
administrative, or regulatory developments. Further, risks relating to the volatile nature of the cryptocurrency market, potential security
breaches, fluctuations in token values, and changes in investor sentiment are relevant considerations. These factors, as well as risks
relating to the general economy, market volatility, and competitive activity, are further detailed within the “Risk Factors”
section of this document.
The
Company does not undertake any obligation to update or revise any forward-looking statements contained in this document, whether as a
result of new information, future events, or otherwise. Investors should carefully consider these factors and the risks discussed throughout
this report before making any investment decisions. This statement is made for purposes of the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Further, investors should independently research and evaluate the potential risks and rewards
of investing in the Company and the cannabis and cryptocurrency sectors.
Contact:
Frank
Yglesias CEO
email:
info@pinya.work
WiKi:
https://pinya.wiki
Web:
https://pinya.ai
Twitter:
https://x.com/pinyaxp
Phone:
+1-770-727-2701
Pineapple
Express Cannabis Company
300
Peachtree Street NE, Ste 1775
Atlanta,
GA 30308
