UNITED STATES

   SECURITIES AND EXCHANGE COMMISSION

   WASHINGTON, D.C.  20549

   

   FORM 10-K/A

   

   

   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE FISCAL YEAR ENDED JANUARY 31, 2020

   

   Commission file number: **000-56142**

   

   

   OBITX, INC.

   (Exact name of registrant as specified in its charter)DELAWARE

   81-1091922(State or other jurisdiction of incorporation

   or organization)

   (I.R.S. Employer Identification No.)3027 US Highway 17, Fleming Island, FL

   **32003**(Address of principal executive offices)

   (Zip Code)Registrant’s telephone number, including area code

   ****

   **(321) 802-2474**Securities registered under Section 12(b) of the Act:NoneSecurities registered under Section 12(g) of the Act:Common Stock, par value $0.0001 per share(Title of class)Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

   Yeso Nox

   

   Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

   Yeso Nox

   

   Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K

   Yeso Nox

   

   Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

   

   Large Accelerated Filero Accelerated Filero Non-accelerated Filero Smaller Reporting Companyx

   

   Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

   Yeso Nox

   

   The aggregate market value of the voting and non-voting common equity held by non-affiliates as of the last business day of the registrant's most recently completed second fiscal quarter was approximately $412,500. For purposes of the above statement only, all directors, executive officers and 10% shareholders are assumed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

   

   Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date.

   

   Common Shares Outstanding  10,706,317




DOCUMENTS INCORPORATED BY REFERENCE*List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g., annual report to security holders for fiscal year ended January 31, 2020).*

   

   ·Form 10K filed June 5, 2020

   

   

   Purpose of Amendment of Form 10K for the year ended January 31, 2020

   

   OBITX, Inc., a Delaware corporation (the “Company”), with its headquarters in Jacksonville, Florida filed Form 8-K to announce that in light of the circumstances and uncertainty surrounding the effects of the COVID-19 coronavirus pandemic on the Company’s business, employees, consultants and service providers, the Company’s board of directors and management has determined that it would delay the filing of its annual report on Form 10-K for the year ended January 31, 2020 (the “Annual Report”) by up to 45 days in accordance with the SEC’s March 4, 2020 Order (Release No. 34-88318) (the “Order”), which allows for the delay of certain filings required under the Securities and Exchange Act of 1934, as amended. The Company relied upon this Order to file its Form 10K on June 5, 2020.

   

   The Company’s operations and business have experienced disruption due to the unprecedented conditions surrounding the COVID-19 pandemic spreading throughout the United States and the world and thus the Company’s business operations have been disrupted and it is unable to timely review and prepare the Company’s financial statements for the 2020 fiscal year. Management and key personnel have been restricted during this time from responding in a timely manner causing the preparation of its financial statements and audit to be completed on time.Please see Risk Factors in the Form 10K filed June 5, 2020 concerning Covid-19 for further information.

   

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ITEM 15.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES.




Exhibits

   Description14.1

   Code of Ethics**23.1

   Consent of M&K CPAS, PLLC**31

   Certification Pursuant to Section 302 of the Sarbanes-Oxley Act*32

   Certification Pursuant to Section 906 of the Sarbanes-Oxley Act*101.INS

   XBRL Instance Document101.SCH

   XBRL Taxonomy Extension Schema Document101.CAL

   XBRL Taxonomy Calculation Linkbase Document101.LAB

   XBRL Taxonomy Labels Linkbase Document101.PRE

   XBRL Taxonomy Presentation Linkbase Document101.DEF

   XBRL Definition Linkbase Document*Filed herein

   **Incorporated by references to our Annual Report on Form 10-K, filed on June 5, 2020.

   

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SIGNATURES

   

   Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
  **OBITX, INC**.June 8, 2020

   By:/s/ Michael W HawkinsMichael W Hawkins

   Chief Executive Officer (Principal Executive Officer)June 8, 2020

   By:/s/ Michael W HawkinsMichael W Hawkins

   Chief Financial Officer (Principal Executive Officer)
  Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.
  Name

   

   Position

   

   Date/s/ Michael W Hawkins

   

   Chief Executive Officer

   

   June 8, 2020Michael W Hawkins

   

   (Principal Executive Officer)/s/ Michael W Hawkins

   

   Chief Financial Officer

   

   June 8, 2020Michael W Hawkins4