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): March 14, 2018

CHERUBIM INTERESTS, INC.

(Exact Name of Registrant as Specified in Charter)

Registrant’s telephone number, including area code: (844) 842-8872

(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

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Item 3.03Material Modification to Rights of Security Holders 

On March 14, 2018, the Board of Directors of Cherubim Interests, Inc. (the “Company”) approved the amendment and restatement of the Company’s Articles of Incorporation attached hereto as Exhibit 3(i) (the “Amendment”). The purpose of the Amendment was to:

(i)Increase the authorized Series B Preferred Stock to one hundred fifty-million (150,000,000)  

Item 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year 

On March 14, 2018, the Board of Directors approved the Amendment as more particularly described in Item 3.03 above.

Item 5.07Submission of Matters to a Vote of Security Holders 

On March 14, 2018, the Board of Directors and holders of a majority of the voting rights of the Company’s capital stock approved the Amendment as more particularly described in Item 3.03 above.

Item 9.01Financial Statements and Exhibits 

(d) Exhibits.

3(i)Amended and Restated Articles of Incorporation of Cherubim Interests, Inc.  

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.