UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): April 2, 2016

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):

ITEM 4.01  CHANGES IN REGISTRANT’S CERTIFYING ACCOUNTANT

Previous Independent Accountants

On April 2, 2016, Moxian, Inc. (the “Company,”) dismissed Dominic K.F. Chan & Co (“Chan”) as the Company’s independent registered public accounting firm. The reports of Chan, on our financial statements for each of the past two fiscal years contained no adverse opinion or a disclaimer of opinion and were not modified. The decision to change independent accountants was approved by our Board of Directors on April 2, 2016.

During our two most recent fiscal years and through the date of this report, we have had no disagreements with Chan, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Chan, would have caused it to make reference to the subject matter of such disagreements in its report on our financial statements for such periods.

During our two most recent fiscal years and through the date of this report on Form 8-K, there have been no reportable events as defined under Item 304(a)(1)(v) of Regulation S-K adopted by the Securities and Exchange Commission (the “SEC”).

We provided Chan, with a copy of this disclosure before the filing was made with the SEC. We requested that Chan, provide us with a letter addressed to the SEC stating whether or not it agrees with the above statements, and we received a letter from Chan, stating that it agrees with the above statements. A copy of such letter, dated as of April 5, 2016 is filed as Exhibit 16.1 to this report.

New Independent Accountants

Our Board of Directors appointed Friedman LLP, Certified Public Accountants (“Friedman”) as our new independent registered public accounting firm, effective April 2, 2016. During the two most recent fiscal years and through the date of our engagement, we did not consult with Friedman regarding either (1) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on our financial statements, or (2) any matter that was either the subject of a disagreement or a reportable event (as defined in Item 304(a)(1)(v) of Regulation S-K). In approving the selection of Friedman as the Company’s new independent registered public accounting firm, the Board of Directors considered all relevant factors.

The Company has authorized Chan to respond fully to all inquiries made by Friedman.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

SIGNATURE

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.

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