8-K

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) May 19, 2015

CHROMADEX CORPORATION

 (Exact name of registrant as specified in its charter)

Delaware	000-53290	26-2940963
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10005 Muirlands Boulevard, Suite G, Irvine, California, 92618

(Address of principal executive offices, including zip code)

(949) 419-0288

 (Registrant's telephone number, including area code)

Copies to:

Harvey Kesner, Esq.

61 Broadway, 32ndFloor

New York, New York 10006

Phone: (212) 930-9700

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 (17 CFR 230.425)

[   ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[   ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On May 19, 2015, ChromaDex, Inc. (“ChromaDex”), a California corporation and wholly owned subsidiary of ChromaDex Corporation, a Delaware corporation (the “Registrant”), entered into an Exclusive License and Supply Agreement (the “Agreement”) with Suntava, Inc. (“Suntava”). Under the terms of the Agreement, Suntava granted to ChromaDex an exclusive, worldwide, royalty-bearing right and license to use its purple corn husk hybrid variety (or HHV), in addition to related intellectual property and technology used for manufacturing a high concentration anthocyanin extract (the “Licensed IP”), in a specified field of use.

The Agreement has an initial five year term that renews automatically for successive two year terms unless otherwise terminated.  Either party may terminate the Agreement if the other party breaches the Agreement or for other reasons typical of transactions of this nature.  As consideration for the license granted, ChromaDex will make a cash payment to Suntava. Additionally, ChromaDex will pay Suntava annual royalties on net sales and a minimum annual running royalty payment.  Chromadex also agreed that each harvest it shall purchase from Suntava, at a purchase price to be negotiated in good faith between the two parties prior to each farming season, all biomass from the purple corn HHV produced by Suntava in that harvest.

ChromaDex has agreed to use commercially reasonable efforts to effectively commercialize and market the purple corn HHV and Licensed IP for use in manufacturing an ingredient for the dietary supplements, skin care, cosmetics, pharmaceuticals, food and beverage, or solar panel markets.

The foregoing is a summary of the material terms of the Agreement and does not purport to be complete. You should read the complete Agreement, which shall be attached as an exhibit to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended July 4, 2015 and, when filed, such Agreement shall be incorporated by reference herein. The Registrant will seek confidential treatment for certain terms of the Agreement at the time of filing such Quarterly Report.

ITEM 7.01  REGULATION FD DISCLOSURE

On May 21, 2015, the Registrant issued a press release announcing entry into the Agreement.  A copy of the press release is appended hereto asExhibit 99.1and is incorporated herein by reference.

The information disclosed under this Item 7.01, includingExhibit 99.1hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act, except as expressly set forth in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)          Exhibits.

Exhibit No.	Description
99.1	Press Release

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 thereunto duly authorized.

Dated: May 21, 2015

CHROMADEXCORPORATION

By: /s/ Frank L. Jaksch Jr.

Name: Frank L. Jaksch Jr.

Title: Chief Executive Officer

EX-99.1

Exhibit 99.1

ChromaDex Announces Exclusive Worldwide License and

Supply Agreement for Anthocyanin Rich Suntava® Purple Corn

- ChromaDex Will Use Proprietary Suntava® Purple Corn to Produce a Highly Concentrated Anthocyanin Ingredient at a Price Point that Should Appeal to Mass Markets -

Irvine, CA (May 21, 2015) —ChromaDex Corp. (OTCQX: CDXC), an innovative natural products company that provides proprietary ingredients and science-based solutions to the dietary supplement, food and beverage,  cosmetic and pharmaceutical industries, announced today it has  entered into an exclusive worldwide license and supply agreement for patent-pending Suntava® Purple Corn.

Suntava® Purple Corn is derived from a proprietary non-GMO purple corn hybrid which contains an extraordinarily high level of anthocyanins. Purple corn is rich in antioxidants and has a natural deep purple color due to the high anthocyanin content.  It is grown in the USA, and is handled, harvested, and processed using the same modern, efficient methods and equipment as traditional corn crops.

ChromaDex plans to develop an extraction process to concentrate the anthocyanins in Suntava® Purple Corn which will be used to produce a highly concentrated anthocyanin ingredient. Like all of its ingredient technologies, ChromaDex will utilize the expertise of a toll manufacturer to produce the commercial ingredient.  ChromaDex believes there is a ready market for cost-effective concentrated anthocyanins having application in dietary supplements, sports nutrition, food & beverage and skin care.

Suntava CEO, Bill Petrich stated, “We could not have asked for a more ideal partner than ChromaDex.  They have demonstrated both the wherewithal and expertise in commercializing novel ingredient technologies. We look forward to working with ChromaDex in the future as we continue to explore new applications, as well as next generation versions of this amazing plant."

Commenting on the announcement, Frank Jaksch, CEO and co-founder of ChromaDex stated, “Anthocyanins are proven to have many health and wellness benefits; however, the high cost of therapeutically effective dose of concentrated anthocyanins has limited consumer interest and awareness.  Jaksch continued, “Suntava® Purple Corn is a game changer that will give us a huge raw material cost advantage and allow us to produce an ingredient that we can market well below the current prices of other anthocyanin-rich extracts.

Purple corn (Zea mays) is botanically the same species as regular table corn. The pigment in purple corn responsible for its vivid color comes from a group of compounds called anthocyanins.

Anthocyanins are antioxidants that belong to a class of plant chemicals known polyphenols, and are responsible for the purple, violet, blue and red colors in many plants, fruits and vegetables.

About Suntava Corporation:

Suntava® is the first U.S. company to research, grow, and commercialize Suntava Purple Corn, derived from ancient strains of Andean maize using traditional cultivation. Suntava has been dedicated to the mission of sustainably Unlocking nature’s brilliance™ for over a decade and across

two hemispheres. Suntava, Inc. is based in Afton, Minnesota. 

About ChromaDex:

ChromaDex is an innovative natural products company that discovers, acquires, develops and commercializes proprietary-based ingredient technologies through its unique business model that utilizes its wholly owned synergistic business units, including ingredient technologies, natural product fine chemicals (known as "phytochemicals"), chemistry and analytical testing services, and product regulatory and safety consulting (as Spherix Consulting). The company provides seamless science-based solutions to the nutritional supplement, food and beverage, animal health, cosmetic and pharmaceutical industries. The ChromaDex ingredient technologies unit includes products backed with extensive scientific research and intellectual property. Its ingredient portfolio includes pTeroPure® pterostilbene; ProC3G®, a natural black rice containing cyanidin-3-glucoside; PURENERGY®, a caffeine-pTeroPure® co-crystal; and NIAGEN®, its recently launched branded nicotinamide riboside, a novel next-generation B vitamin. To learn more about ChromaDex, visit www.chromadex.com.

Forward-Looking Statements:

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. Statements that are not a description of historical facts constitute forward-looking statements and may often, but not always, be identified by the use of such words as “expects”, “anticipates”, “intends”, “estimates”, “plans”, “potential”, “possible”, “probable”, “believes”, “seeks”, “may”, “will”, “should”, “could” or the negative of such terms or other similar expressions. Actual results may differ materially from those set forth in this release due to the risks and uncertainties inherent in the Company’s business. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2015, the Company’s Quarter Reports on Form 10-Q and other filings submitted by the Company to the SEC, copies of which may be obtained from the SEC’s website at www.sec.gov. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. All forward-looking statements are qualified in their entirety by this cautionary statement and the Company undertakes no obligation to revise or update this release to reflect events or circumstances after the date hereof.

ChromaDex Investor Contacts:

The Del Mar Consulting Group, Inc.

Robert B. Prag, President

858-794-9500

bprag@delmarconsulting.com

ChromaDex Company Contact:

Andrew Johnson, Director of Investor Relations

949-419-0288

andrewj@chromadex.com