Item 1.01 Entry into a Definitive Material Agreement.

On October 14, 2020, E-Waste Corp., a Florida corporation (the "Company"), sold an aggregate of 1,000,000 shares (the "Shares") of the Company's common stock, with a par value of $0.0001 per share ("Common Stock"), to two "accredited investors" (each, a "Subscriber"), for gross cash proceeds to the Company of $50,000 (the "Purchase Price"), pursuant to the terms of a Subscription Agreement between the Company and each of the Subscribers (each, a "Subscription Agreement"). The Company intends to utilize the net proceeds from the sales for working capital and general corporate purposes.

The foregoing description of the Subscription Agreement is not complete and is qualified in its entirety by reference to the full text of the Subscription Agreement, a copy of which is attached hereto as Exhibit 10.1.

Item 3.02 Unregistered Sales of Equity Securities.

The information contained in Item 1.01 of this Current Report regarding the issuance of the Shares is incorporated herein by reference in response to this Item 3.02.

The Shares were offered and sold in reliance upon exemptions from registration pursuant to Section 4(a)(2) under the Securities Act of 1933, as amended (the "Securities Act") and/or Rule 506 of Regulation D promulgated thereunder. At the time of their issuance, the Shares were deemed to be restricted securities for purposes of the Securities Act and the certificates representing the Shares shall bear legends to that effect.




Item 8.01 Other Events.

As of October 14, 2020, 3,000,000 shares of the Company's Common Stock previously held by John Maute were cancelled and returned to the Company's number of authorized and unissued shares of Common Stock.

Item 9.01 Financial Statements and Exhibits.






(d)     Exhibits



Exhibit No. Description



10.1          Form of Subscription Agreement




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