6-K

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549

FORM6-K

REPORTOF FOREIGN PRIVATE ISSUER

PURSUANTTO RULE 13a-16 OR 15d-16

UNDERTHE SECURITIES EXCHANGE ACT OF 1934

Forthe month of February 2022

CommissionFile Number: 333-256665

MOXIAN(BVI) INC

Unit911, Tower 2, Silvercord, 30 Canton Road

HongKong SAR, China

(Addressof principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

EXPLANATORYNOTE

On February 7, 2022, Moxian (BVI) Inc (the “Company”) received a letter (the “Notice”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company no longer met the periodic filing requirement of Nasdaq Listing Rule 5250(c)(1) (the “Rule”) since the Company failed to file its Form 20-F transition report covering the transition period from October 1 to December 31, 2020 (the “Form 20-F”), which was due to be filed with the Securities and Exchange Commission by November 16, 2021. However, based on the filing of the Form 20-F on February 7, 2022, the Staff has determined that the Company complies with the Rule, and subject to the disclosure requirement of Nasdaq Listing Rule 5810(b) that the Company make a public announcement regarding the Notice, this matter is now closed.

By issuing the press release on February 8, 2022, the Company has satisfied the obligation under Rule 5810(b) as stated in the Staff’s letter. This Form 6-K is filed to report the Company’s receipt of the Notice and its compliance with the Rule. The press release is attached as Exhibit 99.1 to this Current Report on Form 6-K.

ExhibitIndex

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit99.1

MoxianAnnounces Receipt of Nasdaq Notice of Deficiency and Regaining Compliance

HongKong, February 8, 2022 (GLOBE NEWSWIRE) – Moxian (BVI) Inc (“Moxian” or the “Company”) (NASDAQ: MOXC), an Internet media marketing services provider, today announces that, on February 7, 2022, the Company received a letter from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company no longer met the periodic filing requirement of Nasdaq Listing Rule 5250(c)(1) (the “Rule”) since the Company failed to file its Form 20-F transition report covering the transition period from October 1 to December 31, 2020 (the “Form 20-F”), which was due to be filed with the Securities and Exchange Commission by November 16, 2021. However, based on the filing of the Company’s Form 20-F on February 7, 2022, the Staff has determined that the Company complies with the Rule, and subject to the disclosure requirement of Nasdaq Listing Rule 5810(b) that the Company make a public announcement regarding the letter, this matter is now closed.

AboutMoxian (BVI) Inc

Moxian (BVI) Inc, a company organized in the British Virgin Islands in May 2021, is the surviving company following its merger with Moxian, Inc. in August 2021. Moxian (BVI) Inc is based in Hong Kong SAR, China, and currently operates in Beijing, China, as a provider of media marketing services .

Forward-LookingStatements

Thisannouncement contains forward-looking statements as defined in Section 21E of the Securities Exchange Act of 1934 as amended. These forward-lookingstatements are based on the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995 and may be governed by termssuch as “will,” “expect,” “anticipate,” “future,” “intend,” “plan,”Believe, “estimate”, “potential”, “continue”, “in progress”, “goal”, “guidanceexpectations” and similar statements are identified. The company may also include in its periodic reports to the US Securitiesand Exchange Commission (“SEC”), annual reports to shareholders, press releases and other written materials, as well as oralstatements from third parties to the company’s management, directors or employees. Oral forward-looking statements. Any statementsthat are not historical facts, including statements about the company’s philosophy and expectations, are forward-looking statementsthat involve factors, risks, and uncertainties that could cause actual results to differ materially from those in the forward-lookingstatements. These factors and risks include, but are not limited to, the following: company’s goals and strategies; future businessdevelopment; financial status and operating results; expected growth of China’s credit industry, especially the expected growthof China’s online lending platform; market-oriented and credit products and The demand and acceptance of services; and the abilityof credit to attract and retain borrowers and lenders in the market; the relationship between the company and strategic partners; industrycompetition; and policies and regulations related to the company’s structure, business and industry. More detailed informationabout these and other risks and uncertainties is included in the company’s filings with the Securities and Exchange Commission.All information provided in the company’s introduction is the latest information as of the date of publication of the company.Except as provided by applicable law, the company is not obligated to update such information.

Forfurther information, please contact:

Tan Wanhong

Chief Financial Officer

+852 2961 4888

Tan.wanhong@moxiangroup.com