GOOD HEMP, INC. FILES (8-K) Disclosing Completion of Acquisition or Disposition of Assets, Unregistered Sale of Equity Securities, Changes in Control or Registrant, Change in Directors or Principal Officers, Financial Statements and Exhibits

Item 2.01. Completion of Acquisition or Disposition of Assets.

As disclosed in the registrant's Current Report on Form 8-K filed on March 11,
2022 (the "March 11 Current Report"), on March 8, 2022, the registrant, Good
Hemp, Inc. (the "Company"), entered into a Plan and Agreement of Merger (the
"Merger Agreement") with Petro X Solutions, Inc., a Wyoming corporation ("PXS"),
pursuant to which a wholly-owned subsidiary (the "Merger Sub") of the Company
would merge (the "PXS Merger") with and into PXS, with PXS becoming a
wholly-owned subsidiary of the Company as a result of the Merger.

On May 11, 2022, the parties closed the Merger Agreement and (i) filed Articles
of Merger merging the Merger Sub with and into PXS; (ii) each share of PXS was
converted into the right to receive shares of Company common stock on a 10-for-1
basis, with PXS's outstanding 10,000,000 shares of common stock pre-merger
converted into the right to receive 100,000,000 shares of Company common stock
in the merger; (iii) the Company issued 20,000,000 shares of common stock to
PXS's pre-merger shareholders, with an additional 80,000,000 shares issuable to
the pre-merger shareholders of PXS in the future; and (iv) PXS became a
wholly-owned subsidiary of the Company.

The foregoing description of the Merger Agreement does not purport to be
complete and is qualified in its entirety by reference to the full text of the
Merger Agreement, filed as Exhibit 2.1 to the March 11 Current Report, and
incorporated by reference in this Current Report.

Item 3.02. Unregistered Sales of Equity Securities.

The description of the common stock issuances to PXS's pre-merger shareholders
set forth in Item 2.01 above is incorporated by reference into this Item 3.02.
The issuances of common stock were made in reliance on an exemption from
registration under Section 4(a)(2) of the Securities Act of 1933, as amended,
and Rule 506(b) of Regulation D promulgated thereunder, as there was no general
solicitation, the issuances did not involve a public offering, and there were
only fifteen PXS pre-merger shareholders, each of whom were accredited or
financially sophisticated.

Item 5.01. Changes in Control of Registrant.

The description of the common stock issuances to PXS's pre-merger shareholders
set forth in Item 2.01 above is incorporated by reference into this Item 5.01.
These issuances constituted a change of control as William Alessi, Chris Chumas,
and Spire Holdings, LLC, who owned over 50% of the Company's common stock prior
to the PXS Merger, no longer control the Company after effecting the issuances
described above. No person(s) control a majority of the Company's voting
securities after effecting those issuances.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

In connection with the PXS Merger and as of May 11, 2022, William Alessi and
Chris Chumas resigned from all director and officer positions with the Company,
and the following individuals were appointed to the following positions with the
Company:



       Name           Age   Position(s) with the Company
Ron F. Sickels        66    Chief Executive Officer and Director (1)
William E. Sluss      66    Chief Operating Officer and Director
Fabian G. Deneault    55    Executive Vice President and Director
Eric Newlan           60    Vice President, Secretary and Director


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(1) Mr. Sickels will also continue to serve as Chief Executive Officer of PXS.

There exist no family relationships among the officers and directors of the
Company.

Certain information regarding the backgrounds of each of our executive officers
and directors is set forth below.

2

Ron F. Sickels became a member of the Board of Directors and was appointed Chief
Executive Officer of the Company on May 11, 2022. Dr. Sickels has served as
Chief Operating Officer and as a Director of PXS since January 2022 and will
continue to serve in such capacity. Since 2016, Dr. Sickels has served as Vice
President and General Manager of Relevant Fuel Solution, the premier fuel
management resource for organizations that trade on reliability, and Vice
President Development of Relevant Power Solutions, a designer and manufacturer
of power plants of all types with over 3,200 megawatts of power installed
worldwide, both of which are based in The Woodlands, Texas. From 2008 to 2019, Dr. Sickels was the co-founder and Chief Operating Officer of Advanced Fuel
Solutions, Inc., Morro Bay, California-based environmental fuel and power
specialist. From 2000 to 2007, Dr. Sickels was co-founder and Chief Executive
Officer of EFS Tank and Power, Inc., Bakersfield, California-based designer and
manufacturer of tank and power generation equipment. Dr. Sickels earned the
following degrees from Rockville University, Maryland: PhD in Environmental
Sciences and Engineering, MS in Chemical Engineering and BS in Mechanical
Engineering.

Fabian G. Deneault became a member of the Board of Directors and was appointed
as Executive Vice President of the Company on May 11, 2022. Mr. Deneault is a
founder of PXS and has served as Chief Operating Officer and as a Director since
its inception in August 2020. Since January 2020, Mr. Deneault has been
President and a Director of Black Bird Biotech, Inc., a Flower Mound,
Texas-based publicly-traded company (symbol: BBBT) that manufactures and sells
MiteXstreamTM, an EPA-registered biopesticide, and an affiliate of PXS. From
January 2017 through December 2019, Mr. Deneault owned and operated Grizzly
Creek Medical Cannabis, a proprietorship licensed as a medical marijuana
dispensary in the State of Montana. Since June 2016, Mr. Deneault has been
President of Touchstone Enviro Solutions, Inc., a purveyor of
environmentally-friendly products and an affiliate of PXS. From 2014 through
April 2016, Mr. Deneault owned and operated PetroXg3 LLC, a purveyor of
environmentally-friendly products. For more than 10 years prior to that, Mr.
Deneault was engaged in petrochemical sales. Mr. Deneault currently serves as a
sales and marketing representative for Montana Unified School Trust, a Helena,
Montana-based health insurance provider.

William E. Sluss became a member of the Board of Directors and was appointed
Chief Operating Officer of the Company on May 11, 2022. Mr. Sluss is a founder
of PXS and has served as Chief Financial Officer and as a Director since its
inception in August 2020. Since January 2011, Mr. Sluss has served as Principal
Financial and Accounting Officer and, since January 2020, Vice
President-Finance, Chief Financial Officer and as a Director of Black Bird
Biotech, Inc., a Flower Mound, Texas-based publicly-traded company (symbol:
BBBT) that manufactures and sells MiteXstreamTM, an EPA-registered biopesticide,
and an affiliate of PXS. Between 2008 and 2010, Mr. Sluss was the Chief
Financial Officer for AcccuForce Staffing Services in Kingsport, Tennessee.
Between 2002 and 2008 Mr. Sluss was the Chief Financial Officer and Treasurer
for Studsvik, Inc., a nuclear services company based in Erwin, Tennessee. Mr.
Sluss is a Certified Public Accountant in the State of Virginia and received his
Bachelor of Science degree in accounting from the University of Virginia's
College at Wise, Wise, Virginia. In addition, Mr. Sluss earned a J.D. degree
from Irvine University School of Law, Cerritos, California. Mr. Sluss is a
member of the California Bar.

Eric Newlan became a member of the Board of Directors and was appointed Vice
President and Secretary of the Company on May 11, 2022. Mr. Newlan is a founder
of PXS and has served as Vice President, Secretary and as a Director since its
inception in August 2020. Since 1987, Mr. Newlan has engaged in the practice of
law in the North Texas area, and is currently the managing member of Newlan Law
Firm, PLLC, a Flower Mound, Texas, firm practicing primarily in the area of
securities regulation. Since January 2020, Mr. Newlan has been Vice President,
Secretary and a Director of Black Bird Biotech, Inc., a Flower Mound,
Texas-based publicly-traded company (symbol: BBBT) that manufactures and sells
MiteXstreamTM, an EPA-registered biopesticide, and an affiliate of PXS. Since
June 2016, Mr. Newlan has been Vice President of Touchstone Enviro Solutions,
Inc., a purveyor of environmentally-friendly products and an affiliate of PXS.
From October 2012 to October 2015, Mr. Newlan served as a director, and from
April to October 2015, Mr. Newlan served as CEO, of Green Life Development,
Inc., a Las Vegas, Nevada-based a purveyor of environmentally-friendly products. Mr. Newlan earned a B.A. degree in Business from Baylor University, Waco, Texas,
and a J.D. degree from the Washburn University School of Law, Topeka, Kansas. Mr. Newlan is a member of the Texas Bar.

Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired.

The Company will file any financial statements required by this Item not later
than 71 days after closing the PXS Merger.

(b) Pro Forma Financial Information.

The Company will file any financial statements required by this Item not later
than 71 days after closing the PXS Merger.

(d) Exhibits.

The exhibits listed in the following Exhibit Index are filed as part of this
report:

Exhibit No.   Description

                Plan and Agreement of Merger among Good Hemp, Inc., Good Hemp Name
  2.1*#       Change Subsidiary, Inc. and Petro X Solutions, Inc. (incorporated by
              reference to Current Report on Form 8-K filed on March 11, 2022)
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              Document)


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# Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of
Regulation S-K. A copy of any omitted schedule or Exhibit will be furnished
supplementally to the Securities and Exchange Commission upon request; provided,
however that Good Hemp, Inc. may request confidential treatment pursuant to Rule
24b-2 of the Securities Exchange Act of 1934, as amended, for any schedule or
Exhibit so furnished.

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