06/05/2026 | Press release | Distributed by Public on 06/05/2026 04:06
ITEM 4.01. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
(a) Resignation of Independent Registered Public Accounting Firm.
On June 3, 2026, Nevada Canyon Gold Corp. (the "Company") was notified that Assure CPA, LLC ("Assure"), which served as the independent registered public accounting firm of the Company, merged into Sadler, Gibb & Associates, LLC ("Sadler, Gibb & Associates") pursuant to an asset purchase agreement. As a result of the transaction, Assure ceased operations as a public accounting firm and resigned as the Company's independent registered public accounting firm.
The resignation of Assure and the engagement of Sadler, Gibb & Associates described in paragraph (b) below were approved by the Audit Committee of the Company's Board of Directors on June 4, 2026.
Assure's audit reports on the Company's consolidated financial statements for the fiscal years ended December 31, 2025 and 2024 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles.
During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period through June 3, 2026, there were (i) no disagreements (within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions) with Assure on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures which, if not resolved to Assure's satisfaction, would have caused Assure to make reference to the matter in its reports, and (ii) no "reportable events" within the meaning of Item 304(a)(1)(v) of Regulation S-K.
The Company has provided Assure with a copy of the disclosures in this Current Report on Form 8-K and has requested that Assure furnish a letter addressed to the Securities and Exchange Commission stating whether it agrees with the statements made by the Company herein. A copy of Assure's letter, dated June 4, 2026, is filed as Exhibit 16.1 hereto.
(b) Engagement of New Independent Registered Public Accounting Firm.
On June 4, 2026, the Audit Committee approved the engagement of Sadler, Gibb & Associates as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.
During the fiscal years ended December 31, 2025 and 2024 and the subsequent interim period through June 3, 2026, neither the Company nor anyone on its behalf consulted with Sadler, Gibb & Associates regarding (i) the application of accounting principles to any specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and no written report or oral advice was provided to the Company that Sadler, Gibb & Associates concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issue; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) and the related instructions) or a reportable event (as described in Item 304(a)(1)(v)).