SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Falitz Joel

(Last)

(First)

(Middle)

420 JERICHO TURNPIKE

SUITE 110

(Street)

JERICHO

17753

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ECOSCIENCES, INC. [ ECEZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO, Pres., Sec'y & Treas.

3. Date of Earliest Transaction (Month/Day/Year)
04/20/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/20/2015		J⁽¹⁾		235,000,000	D	$0⁽²⁾	15,001,500	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series C Convertible Preferred Stock	⁽³⁾	04/20/2015		J		4,700,000		04/20/2016	⁽⁴⁾	Common Stock	56,400,000	$0⁽⁷⁾	4,700,000	D
Series D Convertible Preferred Stock⁽⁵⁾	⁽⁶⁾	06/04/2015		A		100,000		06/04/2016	⁽⁴⁾	Common Stock	1,000,000	$0.0001	100,000	D

Explanation of Responses:

1. Pursuant to a Share Exchange Agreement, dated April 20, 2015, between Reporting Person and Issuer, Reporting Person returned 235,000,000 shares of Common Stock to the Issuer in exchange for 4,700,000 shares of Series C Convertible Preferred Stock under Section 3(a)(9) of the Securities Act.

2. No consideration was paid pursuant to Section 3(a)(9) of the Securities Act.

3. After first anniversary of issuance date, holder may convert each share of Series C Preferred Stock into twelve (12) shares of Issuer's Common Stock unless such conversion would result in holder beneficially owning more than 4.99% of such Common Stock.

4. No Expiration Date.

5. Issued pursuant to a Stock Purchase Agreement, dated June 4, 2015, between Issuer and Reporting Person in connection with Reporting Person's Management Services Agreement, dated June 4, 2015, between Issuer and Reporting Person.

6. After first anniversary of issuance date, holder may convert each share of Series D Preferred Stock into ten (10) shares of Issuer's Common Stock unless such conversion would result in holder beneficially owning more than 4.99% of such Common Stock.

7. No consideration was paid under Section 3(a)(9) of the Securities Act.

	Joel Falitz	09/21/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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