Goldenwell Biotech Inc.

09/29/2026 | Press release | Distributed by Public on 09/29/2026 13:30

Change in Certifying Accountants (Form 8-K)

Item 4.01 Changes in Registrant's Certifying Accountant

(a) On September 27, 2026, Goldenwell Biotech, Inc. (the "Company") notified Michael Gillespie & Associates, PLLC ("Gillespie & Associates"), that the Company had dismissed Gillespie & Associates as the independent registered public accounting firm of the Company. The board of directors of the Company recommended and approved of the dismissal.

The report of Gillespie & Associates regarding the Company's financial statements as of December 31, 2025 and 2024 and the related statement of operations, stockholders' equity (deficit) and cash flows for the years then ended, contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principle. The reports of Gillespie & Associates, however, stated that there is substantial doubt about the Company's ability to continue as a going concern.

For the years ended December 31, 2025 and 2024, and during the subsequent interim period through the date of dismissal, the Company had no disagreement with Gillespie & Associates on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of Gillespie & Associates, would have caused them to make reference thereto in their report on the Company's financial statements for such years ended December 31, 2025 and 2024. There were no reportable events, as listed in Item 304(a)(1)(v) of Regulation S-K.

The Company provided Gillespie & Associates a copy of the above disclosures and requested Gillespie & Associates to furnish a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the above statements. Item 304(a)(1)(v) of Regulation S-K's response is attached as Exhibit 16.1 to this Current Report on Form 8-K.

(b) On September 22, 2026, the board of directors of the Company resolved to engage the independent registered public accounting firm Privatco CPA Limited ("Privatco") as the Company's new independent registered public accountants, which appointment Privatco has accepted.

During the two most recent fiscal years and the interim period preceding the engagement of Privatco, the Company has not consulted with Privatco regarding either: (i) the application of accounting principles, (ii) the type of audit opinion that might be rendered by Privatco or (iii) any other matter that was the subject of disagreement between the Company and its former auditor as described in Item 304(a)(1)(iv), or a reportable event as described in paragraph 304(a)(1)(v), of Regulation S-K. The Company did not have any disagreements with Gillespie & Associates and therefore did not discuss any past disagreements with Privatco.

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