UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8K

Amendment No.1

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): December 15, 2020

Code Chain New Continent Limited

(Exact name of Company as specified in charter)

(Address of Principal Executive Offices) (Zip code)

 +86-0513-8912-3630

(Company’s Telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions (see General Instruction A.2. below):

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. ☐

 Securities registered pursuant to Section 12(b) of the Act:

 Explanatory Note

Code Chain New Continent Limited is filing this Amendment No. 1 on Form 8K/A to the Current Report on Form 8K filed with the Securities and Exchange Commission on December 16, 2020 (the “Original Form 8-K”) to correct a typographical error of the names of the directors as described in Item 5.07. There is no change to the other information in the Original Form 8-K.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On December 15, 2020 local time, Code Chain New Continent Limited (the “Company”) held its 2020 annual meeting of stockholders (the “Annual Meeting”).  The number of shares of common stock entitled to vote at the Annual Meeting was 29,176,026 shares. The number of shares of common stock present or represented by valid proxy at the Annual Meeting was 15,587,446 shares. At the Annual Meeting, the following proposals were voted on:

Accordingly, each such person has been duly elected as a Director to hold such office until the 2021 Annual Meeting of Stockholders or until his successor is elected and shall qualify.

Accordingly, WWC.P.C. has been ratified to serve as the independent registered public accounting firm of the Company for the fiscal year ended December 31, 2020.

Accordingly, the Company’s 2020 Equity Incentive Plan has been authorized and approved.

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.

2